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UNIVERSITY 

OF CALIFORNIA 

LOS ANGELES 



SCHOOL OF LAW 
LIBRARY 



LEGAL HISTORY 



OF THE ENTIRE SYSTEM 



OF 



Nashville, Chattanooga & St. Louis Ry. 



,x \ i > 

Including and discussing the Charters, Amendments, Rights, Privileges, 

and Franchises of main stem and branches; By-laws, Mortgages, 

Abstract of Title to every branch acquired, showing width 

of right of way, distance built, deeds or leases to, and 

mortgages on same ; laws and decisions relat- 

ing to right of way, internal organiza- 

tion, meetings, etc., as well as 

GENERAL POWERS 

IN 

Alabama, Georgia, Kentucky and Tennessee. 



BY 

jr. r>. B. r>eBow, 

Of the Nashville Bar. 



PRESS OF 

MARSHALL & BRUCE Co., LAW PUBLISHERS, 

NASHVILLE, TENN. 



oo 



43, 3, q 



NJ* 



$ DEDICATION 



IN the preparation of this lego-historic treatise on the Nash- 
ville, Chattanooga & St. Louis Railway and possessions, one 
could not but be impressed with the magnitude of its present 
proportions, and the stupendous labors and financiering that 
must have been expended in its development. From a mere 
connecting link between Nashville & Chattanooga, it has grad- 
ually spread out and expanded until now it forms one of the 
important railway systems of the South. The old land- 
marks along its right of way are fast disappearing; the primi- 
tive wood engine has given place to the modern leviathan of the 
rail; the hills and angles of infancy have been toned down to 
conform to scientific grades and curves; the crude day coaches 
of the past have been supplanted by moving palaces for com- 
merce and transportation. To no one man or set of men can 
be attributed all this. Board after board of directors have 
performed their duty nobly and passed into the silent beyond. 
Presidents, general counsel, general managers, civil engineers, 
treasurers, and hosts of employes have all labored conscien- 
tiously and well to bring about this success. In the archives 
of the company may be found volumes in their praise. With- 
out, therefore, intending invidious comparisons, but with a full 
consciousness and sincere appreciation of all such able services, 
it is yet my pleasant privilege to dedicate this work to him who, 
in my humble opinion, and after a careful and exhaustive re- 
view of the expansion and development of the road, is most 
entitled to be remembered as having shaped, controlled, and 
wrought its present destiny. Actuated by these motives, as 
well as by sincere personal esteem and regard, this volume is 
respectfully dedicated to the president of the company J. W. 
Thomas. A history of the road is almost a history of his life's 
work. J. D. B. DEBow. 



PREFACE. 



The Nashville, Chattanooga & St. Louis Kailway was origi- 
nally chartered by the acts of the General Assembly of the 
State of Tennessee, 1845-6, chapter 1, for the purpose of con- 
structing a railroad from Nashville to Chattanooga, a distance 
of 151 miles. After its completion and in exemplification of 
the theory of the "survival of the fittest," it has gradually 
spread out by absorption and expansion until now it comprises 
a system of 1,188.75 miles of main track and 255.62 miles of 
sidings, distributed as follows: In Tennessee, 875.02 miles 
main track and 212.88 miles of siding; in Alabama, 114.15 
miles main track and 19.29 miles of siding; in Georgia, 142.25 
miles main track and 13.07 miles of siding; in Kentucky, 
57.33 miles main track and 10.38 miles of siding, making a 
grand total of 1,444.37 miles of main and side tracks now 
being operated. It is a fact worthy of comment that of the 
2,998.22 miles of railroad in the state of Tennessee, operated 
by forty-eight different companies, the mileage of the Nashville, 
Chattanooga & St. Louis Railway more than doubles that of 
any other company and amounts to nearly one-third -of their 
combined mileage. 

The present work was undertaken with a view .of furnishing 
a complete legal history of this entire system; a full und accu- 
rate abstract of title to every branch acquired, whether by 
lease, construction or purchase, showing width of right of way, 
when and how acquired, legality thereof, distance built, to- 
gether with the deeds or leases to and mortgages on the same; 
the laws, both legislative and judicial, relating to its right of 
way, internal organization, and corporate powers; the charters, 
amendments, by-laws, general powers, rights, privileges, and 
franchises of the main stem and branches in the various states 
through which the road or any part thereof runs, as well as 

(5) 



VI PREFACE. 

the supreme court decisions of all the states and of the United 
States construing them or similar ones. 

The magnitude of the undertaking may better be appreciated 
when it is understood that it derives those powers, rights, priv- 
ile^-os, and franchises from four different states, and from 

^ 

twenty-nine different charters, to say nothing of numerous 
amendments and enabling acts, the mere compilation of which 
was by no means a small proportion of the labors of the work. 
By far the greater number were granted by special enactments, 
extending over a period from 18,45 in Tennessee, 1844 in Ala- 
bama, 1836 in Georgia, and 1851 in Kentucky, to the present 
time. The dates mentioned being those of the incorporation 
by the respective states of the oldest companies whose railroads, 
franchises, etc., have subsequently been acquired by the Nash- 
ville, Chattanooga & St. Louis Railway. The collection of all 
this was rendered more difficult by virtue of the fact that prior 
to the constitution of 1870 in Tennessee, and until compara- 
tively a recent date in the other states, the caption of the acts 
gave no indication of their contents, thus necessitating the read- 
ing, word by word, of the entire legislative enactments of each 
successive general assembb r of the respective states between the 
dates mentioned. This has been carefully and conscientiously 
done, for upon it the value of the work depends. Only a small 
part of the present mileage of the company is operated under, 
the franchises acquired by the original charter and amendments 
of the Nashville, Chattanooga & St. Louis Railway proper. In 
fact, only that part between Nashville and Chattanooga. The 
balance, which amounts to nearly nine-tenths of the mileage, is 
oj>erated under the rights, privileges, and franchises granted by 
the respective states to the original twenty-six or seven com- 
panies whose roads, franchises, etc, have since been acquired by 
lease or purchase. The importance of carefully compiling their 
charters, amendments, and enabling acts, therefore, is as great 
as compiling those of the dominant company, for, in ascertaining 
the powers, rights, privileges, and franchises of the Nashville, 
Chattanooga & St. Louis Railway over the line of those roads, 
regard must always be had to their charters, amendments, and 



PREFACE. VII 

enablings acts, as well as the laws of the respective states 
affecting them. In other words, as to the lines of the roads so 
purchased or leased, the Nashville, Chattanooga & St. Louis 
Railway would be vested with all the powers, rights, privileges, 
and franchises, and subject to all the duties and liabilities, ex- 
cept as otherwise provided by statute, as the original company 
or companies had. To illustrate: If a company whose road, 
franchises, etc. , were purchased, had the power to sell or lease, 
then the Nashville, Chattanooga & St. Louis Railway, as the 
legal purchaser thereof, would also have those powers over the 
line of that particular road, as fully and completely as the origi- 
nal company had. All of this is more fully explained in suc- 
ceeding pages. 

The work embraces all acts of the legislatures of the states 
of Tennessee, Alabama, Georgia, and Kentucky, bearing on the 
subjects treated, up to and including those of Tennessee, 1899; 
those of Alabama, 1898-99; those of Georgia, 1898, and those 
of Kentucky, 1897, which are the latest acts of the respective 
states. It also embraces all similar supreme court decisions 
of the same states up to and including 101 Tenn. ; 117 Ala.; 
104 Ga., and 99 Ky., as well as similar decisions of the supreme 
court of the United States up to and including 170 U. S. 

The work is the result of years of labor and thought, and 
though it can hardly be expected that it will be perfectly free 
from errors, yet it is hopefully as well as trustfully launched 
upon its mission with the consciousness that the best efforts of 
the author were expended in order to render it so. 



LIST OF STATIONS 

ON THE NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWA Y, BY DIVISIONS, 

SHOWING DISTANCE OF EACH, RESPECTIVELY, 

FROM NASHVILLE, TENN. 



OHATTANUUUA 

Motion*. 


U1V1S1UH 

Miletf 

. . . .Ti'iin. 


roin 

151 
149 
147 
145 
141 

137 
134 
130 
129 
125 
123 
117 
112 
106 
102 
96 

87 


HUKTHWEBTEKH DI1 
Continued. 

Stations. 

N. & T. Junction 
Dickson 
Pond 


roun 

MwAVi 
Tenn. 



"om 

42 
44 
60 
67 
60 
62 
66 
67 
73 
76 
77 
80 
86 
90 
92 
94 
96 
101 
105 
112 
117 
125 
132 
138 
141 
144 
147 
151 
164 
Hill 
161 
168 

B. 
3 

42 
47 
49 
50 
62 
58 
69 
61 
62 
64 
67 
69 
70 
78 
76 

78 

86 
88 
96 
98 
102 
104 
106 
59 
60 


WESTERN ft ATLANTIC 
DIVISION. 

352? 

Chattanooga Tenn. 151 
Boyce " 156 

King's Bridge 1IUT 


Cravens 
Lookout 




Wauhatchie - 
Hooker Ga. 
Etna Mines Tenn. 
Whiteside 
Vulcan ' 
Ladds 
Shellmound 
Carpenter Ala. 
Bridgeport ' 
Bolivar 
Stevenson 
Bass 
Anderson Tenn. 
Sherwood " 
T. C. Junction " 
Cowan ' 
De<*herd ' 


Tennessee City 
McEwen 
Briggs 
Gorman 
Hopkins Switch 
Waverly 
Pranks 
Box 
Johnsonville 
Eva 
Cainden .. 
Lipe 
Sawyer's Mill 
H. R. Junction 
Hollow Rock 
Rosser 


Chickatnauga 
Graysville 
Ringgold 
CatooM 
Tunnel Hill 
Rocky Face 
Dalton 
Tilton 
Resaca 
Calhoun 
M (-Daniels .... 
Adalrsville. ... 
Halls 
Cement 
Kingston 
Gains Mill 


iee 

Ga. 168 
174 
176 
188 
185 
189 
198 
206 
211 
214 
220 
225 
229 
230 


Estill Springs 
Tullahoma 
Normandy 
Cortner 
Haley 
Wartrace 
Belle Buckle 
Fosterville 
Christiana 
Ruc.ker 
Winsted 
M urf reesboro 
Russell 
Florence 
Wade ... . 


- ; 


77 
69 
62 
61 
58 
55 
51 
45 
42 
38 
36 
32 
28 
26 
22 
20 
16 
14 
12 
10 
8 
6 
5 


65 


Hico " 
McKenzie " 
Gleason " 
Dresden " 
Ralston " 
Martin " 

Terrell " 
Paducah Junction " 
UnionCity " 
Woodland Mills " 
State Line Ky. 
Hickinan " 

WEST NASHVILLE BRANC 
West Nashville Tenn. 


Bests 

Rogers 
Carte rsville 
Emerson 
Bartow 
Etowah Iron Co 
Allatoona 
Ruby 
Acworth 
Kennesaw 
Elizabeth 
Marietta 
Smyrna 
Mclvors 


Smyrna 
Lavergne 

Kimhro 


:::: - 


Gilmore 
Iceville 


279 


Mt. View 
Antioch 
Asylum 
(Jurrv 





CENTREVILLE BRANCH. 
Dickson Tenn. 


Bolton 
Cleburne 
Hills Park 
Atlanta 


282 
289 


Glencliff 
Nashville 

SHELBYVILLE 

Wartrace 
Cald well's 


BRANCH. 
Tenn. 


Tldwell 
Iron Hill 


? 


ROME 


BRANCH. 
Ga 230 






... " 233 


Lyle 




234 


Cantrell 


Eves 


" 237 

239 


Shelbyville 

NORTHWESTERN 
Nashville 


DIVI8I01 

... .'!' ii ii 


63 

I. 


1 
2 
7 
9 
11 
12 
16 
20 
24 
25 
30 
87 
39 


Brown 


Dykes 


" 241 

" 242 


\uiitielly 


Orion 


MB 


Goodrich 


Home 


040 


Grinders 


MEMPHIS ft PADUCAH 
DIVISION. 

Paducah Kv 189 


Stock Yards 




Centreville 




ii 






>i 


Deuns...> 

Buffalo . 







Hicks 


1 


Ktna 


N.. N. A M. V. 
Oaks 


Crossing " 181 
" ITS 


Bellcvue 







Newsom ...... 


> 




( )verby 


170 


Pgram 


" 


Shubert. 


Klva 


' 168 


Kingston Springs .. 
Craggin Hope 


.... " 




Mil likens 


166 


Riverside 


lola 


164 


White Bluff 


> 


Alton's Creek 




160 




M 


Lyle 


Glade 


156 


I'olesburg... 


V 


Warner . . . 


Himlin .. 


152 



Hut continued on other side of Map. 



MAP, SHOWING MAIN LINE AND BRANCHES OF N., C. 



-^rw > T"*lTMJiliilii x " Bunavfnavrf j. 

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^^^^?^r- A'ofeJifSrsS 

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\ ^r</^^x3__i _..ii. XP..I. Tr^^*fv^NJ- 1 1 




**&* 

V> ys; 

;4. 



WJL 



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.sr^-^si-^ 
-|^ 

*^> 

^C^t*-. 



X 

^W? 

^3fe> 



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, A ^la^*^/^^ u sir 

*'-. Vn_^? l $? m * A ****l o" O 

rt*2rO** qCMlta" *\ /BOVKUHO BRCCN Oubtmbla 

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*5^ 



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_Howir 

'"Cl-nKSVIL 



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.HOPKINS V\ Aubu ^ 

EDrt " *V-.-^7> kS Jl'" >0aWtt oftl 

"^TlSSJiiKi r'/ftttkjto/ Beo1 
-HL,v\Ad^,in.J _*/i 1 ^!j e ' - . ' ' 

=i"T5a=isa- . 7VJ=s 



m'l 
Vanteu 



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M w^ E -J^Vl 




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(I) Mileage in Tennessee: Main truck 875.02miles. 

C.') Mileage In Alabama: Main track 114.15 miles. 

(3) Mileage in Georgia: Main track 142.25 miles. 

(4) Mileage in Kentucky: Mnin track 57.33 miles. 



Side tracks 212.88 miles 

Side tracks 19.29 miles 

Side tracks 13.07 miles 

Sidetracks... 10.38 miles 



Total miles main track 1188.75 miles. Total miles sidincs 255.62 miles 

Total miles main and side tracks in entire system 1444.37 

rhere are about 48 railroad coin panics in the State of Tennessee. Thn total mileage of these companies 
in Tennessee amounts to 2998.22 miles. Of this mileage, that of the N.. C. t St. L. Rv. more than doubles 
that of any other railroad in the State and amounts to nearly one-third of their com'bined mileage. 



ST. L. RY, 



tllko J*. 

-iTail-o 
WluU CUJljf 



LIST OF BRANCHES IN ORDER OF THEIR ACQUISITION. 

Nashville & Chattanooga R. R. [Main Branch.] Chartered, 1846; extended 

from Niislivillc i<> Chattanooga, 151 mile*. Se p. 1, herein. 
Shelbyvillc Branch. Built by N. 0. A St. L. Ry; oompleUd about 1852; 

extended from \\artrace to Shelbyville, 8-1 miles. See p. 2MJ. herein. 
Jasper Branch.- U'art of Sequalchie Valley Br.l Built by N. C. 4 St I. 

Ry; completed. Octolter, 1867; extended from Bridgeport to Jasper. 

12 iiiili-s. See p. 264. herein. 
Nashville* Northwestern R. R. (Northwestern Br.l Purchased. November 

21. IKT'J; chartered, 1HT>1-L': extended from Nashville to Hickman. Ky.. 

168 miles, after it purchased Hi<-Uintui .V ()l>iun Ry. See p. 711, herein. 
Hickman & Obion R. R. [Kxtenslon of Northwestern Br.l Purchased. 

November -'I. IKT2, ut same time Nashville A Northwestern was 






purchased. it being a part of It- extended from Union City 

nmn, K\ .. 14 miles. See p. 104, herein. 
Pikeville Branch. [Hurt of Beq natch ie Valley Urnnch.1 Purchaaed. Janu- 

:ir\ 27. 1K77: Ctniriered, 1868 0; extended from Jasper to Plkeville. 

4ft miles. See p. 26, here'n. 
Winchester & Alabama R. R. I Part of Hayettevllle Br ] Purchased. July 

2H. 1H77; chart.-r.-d. 1840-50; extended from Itecherd to Kayetteville. 

40 miles, and subsequently from Klora to Tennessee State line, about 

5 miles. See p. 152, herein. 
McMinnville & Manchester R. R.-[Part of McMinnville Br] Purchased. 

.lulv 2*. 1877; chartered. 184H 50; extended from Tullahoma to Mc- 

Minnville. 35 miles. See p. 168. herein. 
Tennessee & Pacific R. R. [Lebanon Br.] Purchased, October 1, 1877; 

chartered. 1865-6; extended from Nashville to Lebanon, 29.81 miles. 

See p. 129, herein. 
Southwestern R. R. Part of McMinnville Br.] Purchased, - ; 

chartered, 1851-2: extended from McMinnville to Sparta, when com- 

pleted by N. C. * St. L. Ry., 26 miles. See p. 102, herein. 
Inman Branch. | I'urt of Sequatchie Valley Br] Purchased, January 1. 

1883: built by Tenn. Coal, Iron & R. R. Co., under its charter; ex- 

tended from Victoria to Inman, 5 miles. See p. 269, herein. 
Nashville & Tuscatoosa R. R. [Part of Centerville Br.] Purchased in sec- 

tions, on March 13, 1883, and June 20, 1884; chartered, 1877; extended 

from Dickgon through Centervllle to Lewis county line, or Klmtnins, 

46 miles. See. p. 227, herein; also, "Allen's Creek Extension," below. 
Tracy City Branch. [Sewanee Br.l Purchased. Jan 1, 1887; built by Se- 

wanee Mining Co., under its charter; extended from Cowan to 

Tracy City. 20 miles. See p. 277, herein. 
West Nashville Branch. Purchased, July 6, 1887; chartered, 1887; extended 

from Nashville to town of West Nashville, 3 miles. Seep. 318, herein. 
Huntsville & Elora R. R. [Or Branch.] Purchased. October 28, 1887; char- 

tered. 1886-7; extended from Huntsville, Ala., to Tennessee State 

line, 22 miles. See p. 214, herein. 
Duck River Valley Narrow Gauie R. R. [Columbia Br.] Purchased. No- 

vember^. 1887; chartered^ 1872. extended from Columbia to Fayelte- 

ville. 48 miles. See p. 250. herein. 
Bon Air R. R. [Extension of McMinnville Hr.| Purchased, December 3, 

1887; chartered, 1887; extended from Sparta to Bon Air, 7.98 miles. 

See p. 199, herein. 
Western & Atlantic R. R. [Or Branch.] Leased, July 19, 1890; owned by 

Stute of Georgia; extended from Chattanooga, Tenn., to Atlanta, 

<;.i.. 138 miles. See p. 335. herein. 
Tennessee & Coosa R. R. [Gadsden Br. ] Purchased. April 6, 1891; char- 

tcred. 1M4-I ft: extended, when completed by N. C. <! St. L. By., from 

< iiidsden. Ala., to Huntsville, Ala.. 73 miles. See p. 287. herein. 
Allen's Creek Extension. I Extension of Onterville Br.| Purchased, Sep- 

temlx-r -4. 1892; built by Southern Iron Co.; extended from Kim 

inins to Munnie. 18 miles. See p. 228, herein. 
Chattanooga Terminal R. R. Leased, July 29, 1895; chartered. 1892; ex- 

tended from point on main line in Chattanooga, about 4,675 feet, to 

ChatlnnoogH Iron Co. property. See p. 448. herein. 
Swan Creek Branch. [Offshoot from (Vnterville Branch.] Built by N. C. 

A st. L. Ry., 1896; extended from Centerville to Swan Creek, to meet 

with road of Unck River Phosphate Co. See p. 228, herein. 
Louisville & Nashville Terminal Property. [At Nashville.] Leased, June 

15 1X96; chartered, 1893; extended partially through city of Nash- 

ville. See p. 667. herein. 
Tennessee Midland R. R.-| Memphis Br] Leased. September 9. 1896; 

chartered. 1886: extended from Memphis to Perrvville, 135.6 miles. 

See p. 455. herein. 
*Paducah & Tenn. R. R. of Ky. [Part of Paducnh Br] Leased. September 

9, 1896: ehnrti-n-d. IK53 4; extended from Pad uoah, Ky., to Tennessee 

State line, 49 miles. See p. 487. herein. 
'Paducah & Tenn. Ry. of Tenn. [Part of Paducah Br.] Leased. Sep- 

tembi-r9. 1896; chartered, 1888; extended from Tennessee State line 

to within one mile of Paris, Tenn., 1A miles. See p. 487, herein. 
'Paducah & Tenn. R. R. of Tenn. [Part of Paducah Br] Leased. Sep. 9, 

l06: chartered, 1888: extended from within one mile of Paris, Tenn., 

thence through Hollow Rix-k to Lexington, Tenn., 54 miles. Seep. 

487 herein. 
Rome R. R. -[Rome Itr] I'urotms'-d. I). ..... mberSl. 1890; chartered. 1839; ex- 

tfiidcd from Rome. (ia.. to Kingston. Ua.. 18 miles See p. 381. herein. 
Middle Tenn. It Ala. R. R.- Intension of Shelhvville Hr] Purchased, 

Oct.iU-r 13. 1897; chartered, 1887: intended from Kayetteville. Tenn.. 

to Madison Cross Roads. Ala., 27.4 miles, u ith line graded to Shelby- 

villi-. 'IVim.. :itil JcfT, Ala. See pp. 406.410. herein. 

**The i'adncah A. Tenn. R. R. of Ky., tne Pnducah .v Tenn. Rv. of Tenn.. and the Padncah A Tenn. R. R. of 

'IVnn.. hud consolidated into the Puducah. Tenn. A Ala. R. K. O>". In-fore thc\ \v-n- leased to the X. C. A St I. 
U> S.-,- j, -1ST. herein. 

(Co STAT IONS- List of and Respective Distances In Miles from Nashville. Tenn. See i,sck of map. 



LIST OF STATIONS Continued, 



MEMPHIS ft FADUCAH DI- 
VISION Continued . 

**-. SBfizr 

Dexter Kv Ifin 


BEHUATUHIE VALLEY DI- 
VISION Continued. 

iint inns MUesfrom 
Nashville. 
South Pitsburg - Tn 120 


COLUMBIA I 

Stations. 


UVIBION. 

Miles from 
Nashville. 

Tenn 82 




" 147 


Kimball 


isi 


Winchester 


" 86 




" 142 




" 135 


Kasserman 




Hazel 


State Line 133 


Sequatchie...... 


" 138 


Belvidere 


" 90 




Tenn. 129 




" 142 


Maxwell 


" 94 


Whitlock 


' 123 


Whitwell 


" 146 


Bean's Creek 


" 96 


Paris 


H7 


Shirley ton 


" 149 


Huntland . 


" 98 


VauDyke 


' 110 


Condra 


" 152 


Elora 


" 103 


Mansfield .... 


' 108 


Daus 


' ]56 


Pliutville 


" 108 


Vale 


' 100 


Dunlap .. 


' 161 


Brighton . 


" 110 




' 95 


Mt Airy 


166 


Kelso 


" 114 


Hollow Rock 


96 


Pailo 


' 168 


Fayetteville 


" 122 


Buena Vista 


101 


College ..... 


' 172 


It o well 


" 129 


West Port 


' 107 


Lee 


' 175 


Petersburg ... 


" 135 


Yuma 


' 111 


Pikeville 


' 180 


Talley 


' 138 


Wildersville 


116 


Victoria 


142 


Kelfast 


' 144 


Timberlake ... . 


121 


Hutton 


146 


Lewisburg 


' 150 


Wards 




I n man 


147 


South Berlin 


155 




... ' 127 


TRACY CITY BRANCH. 


Silver Creek 


' 157 






Kryant 


158 


Foster 


i 


Park 


" 160 




' 136 


m ri T '.'.""" 


* iciiu. oi 


Hill 


" 1<B 


Lurav - 


' 139 




" 95 


Coluufbia. 


170 


Beech Bluff 


' 142 


Mont 1 


" 101 


KIDDLE TENNESSEE & ALA- 
BAMA BRANCH. 

Fayetteville Tenn. 122 
Harmes " 127 
Wilson " 129 
Pearl City " 131 


Ranger 


' 144 




" 107 


Alexander 
Rose Hill 


' 148 
' 151 


SPARTA 
Tullahoma 
Hickerson 
Belmont 
Manchester 
Wayside. 


BRANCH. 
Tenn. 69 
" 75 

" 81 
" 86 


Jackson 
Grover 
Neely 
Denmark 
Mercer 
Hatchie 


' 152 

11 
.... ' 165 
' 169 
' 172 


Vildo 
Augustus 
Whiteville 
Ina . 
Laconia 
Somerrille 
Warren 
Oakland 
Hickory Withe 
Eads 
Lenow 
Cordova 


' 175 
' 177 
181 
186 
188 
' 195 
201 
205 
209 
213 
' 217 
221 


Morrison 
Smartts 
McMinnville 
Rowland 
Campaigns 
Rock Island 
Walling 
Holder* 
Ward 
Doyle 
Moores 
Sparta 


' 94 
' 99 
" 104 
" 110 
" 114 
" 115 
" 117 
" 119 
" 121 
" 123 
" 127 
" 130 


Taft 141 
Norwood Ala. 144 
Madison Cross Roads... " 149 
Jeff " 152 

HUNTSVILLE DIVISION. 

Elora Tenn. 103 
Plevna Ala. 108 
New Market " 112 


Mullins 
Berclair 
Alta 

Montgomery Park 
K. C. Junction 
Memphis 


222 
226 
228 
231 
233 
235 
" 238 


East Sparta 
Price 
Rock House 
Bon Air 

LEBANON 
Nashville 


" 131 
" 133 
" 135 
" 137 

BRANCH. 
...Tenn n 


Deposit 

Bell Factory 
Mercury 
Normal 

Huntsville 
Lily Flagg 


" 116 
" 11 
" 123 
" 125 
" 130 
' 138 


PERRYVILLE 

Lexington .. 
Bluff 
Chesterfield 


BRANCH. 

Tenn. 127 
' 131 
' 135 


Hobb's Island 




Lebanon Junction " 2 






Easton 
Mill Creek 
Mud Tavern 
Donelson 


" 4 
" 5 
" 7 
" 8 


Gunter's Landing 
Guntersville 
Wyeth City 
Rayburn 


" 165 
167 

" 169 


Beacon ' 140 
Parsons 144 
Perryville ' 151 

SEQTTATCHIE VALLEY 
DIVISION. 
Bridgeport Ala. 123 


Tulip Grove 
Green Hill 
Mt. Juliet 
Silver Springs... 


" 11 
" 13 
" 16 
" 18 
" 22 


Lane Switch 
Albertville 
Boaz 

Mountainboro 
Carlisle 


" 173 
' 177 
' 182 
' 186 
' 188 


Leeville 


" 24 


Sli"0 


' 1Q1 


Tucker's Gap . . 
Lillard 


" 26 


Littleton 
Attalla. 


' 192 
' 197 


Copenhagen 


Tenn. 126 


Lebanon 


" 31 


Gadsden 


203 



CONTENTS. 



PLATE I. 

Map showing the main line and branches, and mileage of the Nash- 
ville, Chattanooga & St. Louis Railway, and list of branches in 
order of their acquisition 

PLATE II. 

List of stations on entire system, with their respective distances in 
miles from Nashville. Tenn 

CHAPTER I. 

Original charter of Nashville & Chattanooga Railroad Company 
(annotated), and how name changed 1 

CHAPTER II. 

Acts and decrees amending original charter, and relating to main 
stem in Tennessee, Alabama, and Georgia. Also charter of Hi- 
wassee Railroad Company 25 

CHAPTER III. 

Nashville & Northwestern Railroad (Northwestern Branch) How 
acquired What franchises passed Width of right of way Dis- 
tance built when purchased Original charter (annotated) 76 

CHAPTER IV. 

Acts and decrees amending charter of and relating to Nashville fe 
Northwestern Railroad in Tennessee and Kentucky. Also char- 
ter of Hickman & Obion Railroad Company (annotated) 100 

CHAPTER V. 

Tennessee fe Pacific Railroad Company (Lebanon Branch) How 
acquired What franchise passed Width of rightof way Where 
incorporated Distance built when purchased Original charter 
(annotated ) 120 

CHAPTER VI. 
Deed to and acts relating to Tennessee A Pacific Railroad Company 143 



X CONTENTS. 

CHAPTER VII. 

Winchester & Alabama Railroad (part of Fayetteville Branch) 
How acquired What franchises passed Width of right of way 
Where incorporated Distance built when purchased Original 
charter (annotated) 152 

CHAPTER VIII. 
Deed to and acts relating to Winchester & Alabama Railroad 158 

CHAPTER IX. 

McMinnville & Manchester Railroad (part of McMinnville Branch) 
How acquired What franchises passed Width of rightof way 
Termini Distance built when purchased Original charter (anno- 
tated) - 168 

CHAPTER X. 

Decrees and acts relating to, and amending charter of, McMinnville 
& Manchester Railroad Company 183 

* 
CHAPTER XI. 

Southwestern Railroad (part of McMinnville Branch) How acquired 
Width of right of way Distance built when purchased Original 
charter (annotated) 492 

CHAPTER XII. 
Acts relating to Southwestern Railroad Company 197 

CHAPTER XIII. 

Bon Air Railway (extension of McMinnville Branch) How acquired 
What franchises passed Width of right of way Distance built 
when purchased Original charter (annotated) 199 

CHAPTER XIV. 
Deed to Bon Air Railroad 211 

CHAPTER XV. 

Huntsville & Elora Railroad (Huntsville & Elora Branch) How ac- 
quired What franchises passed Width of right of way Where 
incorporated Distance built when purchased Original charter 
(annotated) 214 

CHAPTER XVI. 
Deed to and acts relating to Huntsville & Elora Railroad.. 224 



CONTENTS. XI 

CHAPTER XVII. 

Nashville & Tuscaloosa Railroad (Centreville Branch) How ac- 
quired What franchises passed Width of right of way Dis- 
tance built when purchased Showing Swan Creek and Allen's 
Creek extensions Original Charter (annotated) .. 227 

CHAPTER XVIII. 

Deed to Nashville & Tuscaloosa Railroad, and road from Kimmins 
toMannie, on Allen's Creek.., 241 

CHAPTER XIX. 

Duck River Valley Narrow Gauge Railroad (Columbia Branch How 
acquired What franchises passed Width of Right of way Dis- 
tance built when purchased Where road chartered Termini 
Original charter 250 

CHAPTER XX. 
Deed to Duck River Valley Narrow (Jauge Railroad 258 

CHAPTER XXI. 

Sequatchie Valley Branch (composed of Jasper, Pikeville, and Inman 
Branches) How acquired Width of right of way of each Orig- 
inal charters (annotated Acts relating to 264 

CHAPTKR XXII. 

Deeds, acts, etc., relating to Sequatchie Valley Branch, including 
the Jasper, Pikeville, and Inman Branches 270 

CHAPTER XXIII. 

Tracy City Branch (Sewanee Branch) How acquired Width of 
right of way Distance built when purchased What franchises 
passed 277 

CHAPTER XXIV. 
Deed to Tracy City Branch 280 

CHAPTER XXV. 

Shelbyville Branch How acquired Width of right of way When 
built 286 

CHAPTER XXVI. 

Tennessee & Coosa Railroad (Oadsden Branch) How acquired 
What franchises passed Distance built when purchased Width 
of right of way Previous conveyance Original charter (anno- 
tated) 287 



XII CONTENTS. 

CHAPTER XXVII. 
Deed to and acts relating to Tennessee & Coosa Railroad 298 

CHAPTER XXVIII. 

West Nashville Railroad (West Nashville Branch) How acquired 
What franchises passed Width of right of way Original charter 
(annotated) 318 

CHAPTER XXIX. 
Deed to West Nashville Railroad " 330 

CHAPTER XXX. 

Western & Atlantic Railroad (or Branch) How acquired When 
road built Width of right of way Nature of company's control 
of Act authorizing lease of, and incorporating lessees (anno- 
tated) 335 

CHAPTER XXXI. 

Lease contract Lease of rolling stock, etc., received, and acts of 
Georgia and Tennessee relating to Western & Atlantic Railroad . 348 

CHAPTER XXXII. 

Rome Railroad (Rome Branch) How acquired What franchises 
passed Width of right of way Distance built when purchased 
Original charter (annotated) 379 

CHAPTER XXXIII. 

Deed to and acts of Georgia relating to Rome Railroad and amend- 
ments to charter of 390 

CHAPTER XXXIV. 

Middle Tennessee & Alabama Railroad (extension of Shelbyville 
branch), how acquired, what franchises passed, distance road 
built when purchased, width of right of way, original charters in 
Tennessee and Alabama (annotated) 406 

CHAPTER XXXV. 

Deed to and acts relating to Middle Tennessee & Alabama Railway 
(formerly D. C. & N. O. Ry.) 435 

CHAPTER XXXVI. 

Chattanooga Terminal Railway How acquired Distance built 
when leased Width of right of way Original charter (annotated . 448 

CHAPTER XX XVII. 
Lease contract of Chattanooga Terminal Railway 451 



CONTENTS. XIII 

CHAPTER XXXVIII. 

Tennessee Midland Railway (Memphis Branch) How acquired 
Distance built when leased Width of right of way Original 
charter (annotated) 455 

CHAPTER XXXIX. 

Temporary and permanent lease of Tennessee Midland Railroad 
and Paducah. Tennessee & Alabama Railroad 472 

CHAPTER XL. 

Paducah, Tennessee & Alabama Railroad (Paducah Branch) How 
acquired Distance built when leased Where company char- 
tered Width of right of way Original charter in Tennessee and 
Kentucky of the three roads composing it (annotated) 487 

CHAPTER XLI. 

Lease, deed, and acts relating to and amending charter of Paducah, 
Tennessee & Alabama Railroad Company and original companies 
from which it was formed 520 

CHAPTER XLII. 

Lease by N., C. & St. L. Ry. to L. & N. R. R. Co. of tracks from Louis- 
ville & Nashville Railroad Company's old depot in Nashville to 
Decatur depot 533 

CHAPTER XLIII. 

Lease of joint use of track from Stevenson, Ala., to Chattanooga, 
Tenn., to Memphis & Charleston Railroad Company, now owned 
by the Southern Railway 543 

CHAPTER XLIV. 

Lease of joint use of track of Western & Atlantic Railroad at Dai- 
ton, Ga., to East Tennessee, Virginia & Georgia Railway Com- 
pany, now owned by Southern Railway 548 

CHAPTER XLV. 

Lease of joint use of track between Wauhatchie and Chattanooga 
to the Alabama Great Southern Railroad Company 550 

CHAPTER XLVI. 

Lease to Seaboard Air Line Belt Railroad Company of terminal fa- 
cilities at Atlanta, Ga., for itself and Georgia, Carolina & North- 
ern Railway, and contract for interchange of business by and 
with Nashville, Chattanooga & St. Louis Railway 554 



XIV CONTENTS. 

CHAPTER XLVII. 

Louisville & Nashville Terminal Company property (at Nashville) 
Property, how acquired Original charter of (annotated) 557 

CHAPTER XLVI1I. 

Lease from Louisville & Nashville Terminal Company to Nashville, 
Chattanooga & St. Louis Railway and Louisville & Nashville Kail- 
road Company of terminal facilities, properties, etc., at Nashville 566 

CHAPTER XLIX. 

Consolidated mortgage of Nashville. Chattanooga & St. Louis Rail- 
way to secure the issue of $20,000,000 five per cent, gold coupon 
bonds of $1,000 each Other mortgages (annotated) 596 

CHAPTER L. 

General powers, including Abandonment, Bills, Notes, Acknowl- 
edgment, Agreement, Alter Gauge 627 

CHAPTER LI. 

Power to borrow money, issue bonds, indorse bonds, and subscribe 
stock in other companies, etc 630 

CHAPTER LII. 

Power to build branch roads, side and spur tracks, etc 636 

CHAPTER LIII. 

Power to build and repair bridges How bridge at Johnson ville and 
Bridgeport constructed, and law relating to 642 

CHAPTER LTV. 

By-laws How and by whom to be enacted and amended What are 
legal Present by-laws Nashville, Chattanooga & St. Louis Rail- 
way 644 

CHAPTER LV. 

Capital stock Amount Value of shares How to be transferred 
Liability of company for illegally transferring How to be in- 
creased Vote, etc., necessary Kinds of Duty of company to 
investigate before transferring shares of certain kinds, etc. 
Power to purchase in other companies, etc 665 

CHAPTER LVI. 

Charter How amended Franchise of What may be disposed of 
Chancery court amendments to Grounds of forfeiture of.. 677 



CONTENTS. XV 

CHAPTER LVII. 
Connections with and by other roads Condemnation of, etc. - 699 

CHAPTER LV1II. 

Consolidation Terms and conditions, by and with other roads, etc. 703 

CHAPTER LIX. 
Contracts What may be made How corporate name signed, etc... 706 

CHAPTER LX. 
Corporate name How changed and to be changed, etc 709 

CHAPTER LXI. 

Crossings Power to cross other railroads, highways, water courses, 
etc. Conditions Gates, stock gaps, etc., at Right of cities and 
counties to build streets, roads, and alleys across Nashville, Chat- 
tanooga fe St. Louis Railway, etc 710 

CHAPTER LXII. 
Demurrage Power to charge 721 

CHAPTER LXIII. 

Directors How and when elected Qualification of Board meet- 
ings Powers, duties, etc 721 

CHAPTER LXIV. 

Dissolution of How dissolution may be effected Directors trustees 
in case of, etc 733 

CHAPTER LXV. 
Dividends When and to whom paid Kinds of , etc 734 

CHAPTER LXVI. 

Eminent domain Rights of In whose name to be done Nature of 
railway's ownership of right of way Right of others to condemn 
property of this company Width of right of way statute of 
limitations as against successive appropriation, etc 736 

CHAPTER LXVIII. 

Fences Cattle guards What are legal How, when, and in what 
states to be erected 808 

CHAPTER LXIX. 

Freight charges What may be charged What on branch roads 
discriminations Sale of freight for charges 819 



XVI CONTENTS. 

CHAPTER LXX. 

Leases Power of this company to lease other roads To lease its 
own road Vote necessary Who to act upon Lease of rolling 
stock, etc 830 

CHAPTER LXXI. 

Mortgages Power to in various states What may be Who to au- 
thorize Vote necessary 862 

CHAPTER LXXII. 
President How chosen Qualifications Powers, etc 876 

CHAPTER LXXIII. 

Purchase of other roads, franchises, real estate, rolling stock, 
bridges, etc. Who to authorize Vote necessary 878 

CHAPTER LXXIV. 

Rules and regulations what are legal who to enact How differ 
from by-laws 899 

CHAPTER LXXV. 

Sales Power to sell railroad, rolling stock, franchises, etc. Who 
to authorize 904 

CHAPTER LXXVI. 

Stations Power of company to abandon Rules and regulations 
concerning.. 914 

CHAPTER LXXVII. 

Stockholders Meetings Notice of Quorum Voting Qualifica- 
Qtion for Who may vote Elections and laws affecting generally. 915 



PART I. 

ORIGINAL CHARTER, AMENDMENTS AND ACTS 



RELATING TO THE 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY 

AND POSSESSIONS. 



CHAPTER I. 

ORIGINAL CHARTER OF THE NASHVILLE & CHATTANOOGA 
RAILROAD COMPANY ACTS TENN., 184Z-G, CHAP. 1. 

SECTION i. Incorporation, name, general powers.^ it 

enacted by the General Assembly of the State of Tennessee, That 
for the purpose of establishing a communication by railroad 
between Nashville and Chattanooga, the formation of a com- 
pany is hereby authorized, which, when formed, shall be a body 
corporate, by the name and style of "The Nashville & Chat- 
tanooga Railroad Company," * and by said corporate 
name shall be capable in law to buy, receive by gift, 
hold, sell, and convey real and personal estate, as hereinafter 
provided, make contracts, sue and be sued, to make by-laws, 
and to do all lawful acts properly incident to a cor- CeBertlt 
|K>ration, and necessary and proper to the transaction * wers - 
of the business for which it is incorporated, and to have and 
use a common seal, and the same to alter and destroy at its 
pleasure, and shall have perpetual succession of members. 

1. *Name, when and how changed. The corporate naine was changed 
to the Nashville, Chattanooga & St. Louis Railway May 30, 1873, by a 
decree of the chancery court at Nashville, under the Acts of 1870-1, Ch. 
54, p. 63 (see minute book "X," pp. 220-2), which decree is inserted in 
this compilation. See next chapter. 

This was clearly within the power of the chancery court at that time 
under said acts. 1 Tenn. Chy. Rep., pp. 83, 95, 97; 3 Bax., 98. See, also, 
1 



2 ORIGINAL CHARTER OF THE 

12 Lea, 97, 103; 11 Lea, 3; 9 Lea, 380; 1 Lea, 462. The power, however, 
has since been withdrawn. 

2. By-laws. An amendment to the charter was subsequently passed 
allowing the directors, and not the stockholders, to make by-laws. 
Acts Tenn. 1847-8, Ch. 70. 

3. f General powers. The general powers of the corporation have 
been greatly enlarged by amendments to the charter and the passage of 
g-eneral laws. These powers are fully set out and discussed further on. 
Hy referring to the index a discussion of any particular power now pos- 
sessed may be found. 

4. Incorporation, This railway has never been chartered in any state 
save Tennessee. It has purchased and now owns roads, however, that 
were chartered in other states. See index for road desired. 

5. Lease. This section was amended by Acts Tenn.. 1857-8, Ch. 8, so 
as to authorize the company to lease the Winchester & Alabama Railroad 
and the branch to Fayetteville, or nn\i other railroad connecting with said 
Nashville & Chattanooga Railroad, for such time and upon such terms 
and conditions as may be agreed upon between the president and directors 
of the said Nashville & Chattanooga Railroad Company and the presi- 
dent and directors of the railroad company contracted with. See index 
for right to lease. 

5. Chancery Court amendment. This section was also amended by 
decree of chancery court at Nashville. May 13. 1872, per minute book 
"V," p. 174. so as to allow the company to purchase or lease other roads, 
and issue bonds therefor; to subscribe for stock in other corporations 
and issue bonds therefor; and to indorse and guarantee bonds of other 
companies, etc. See decree itself herein; refer to index. See also dis- 
cussion of vnlUUty of chancery court amendments herein; refer to index. 

SEC. 2. Capital, value of shares, books opened, commis- 
sioners. Books for subscription of sixty thousand shares of 
the capital stock of said company, of twenty-five dollars each,* 
shall be opened on the first Monday in January, 1846, and 
shall be kept open for six days, between the hours of 10 o'clock 
Books opened m * ne mormn g an d ^ o'clock in the evening of each 
of those days, at the following places and by the fol- 
lowing commissioners, to wit: 

At Nashville, by James Overton, John M. Hill, George W. 
Martin, Thomas Washington, John Shelby, Godfrey M. Fogg, 
Commis- John W. Walker, Jacob McGavock, J. Hugh Smith, 
W. W. W r oodfolk, A. W. Vanleer, Samuel W T atkins, 
Thomas Wells, John Thompson, Joseph B. Knowles, James 
Erwin, Felix R. Rains, Pleasant Smith, J. J. Gill, John Nichol, 
West H. Humphreys, R. J. Meigs, A. V. S. Lindsley, Alex- 
ander Allison, and Robert I. Moore. 

At Gallatin, by James A. Blakmore, Elijah Boddie, Henry 
B. Vaughn, Daniel S. Donelson, S. R. Anderson, and William 
M. Blakemore. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 

At Shelbyville, by Robert Matthews, George Davidson, 
Thomas Dean, John Eakin, and W. C. Swanson. 

At Gainsborough, by Thomas L. Bransford, Watson M. 
Cooke, Samuel E. Hare, and Richard P. Brooks. 

At Lebanon, by Paulding Anderson, R. L. Caruthers, and 
Calvin Jackson. 

At McMinnville, by George R. Smartt, William Black, 
Jesse Locke, Philip Hoodenpyl, and L. 1). Mercer. 

At Franklin, by Thomas Parks, William Park, Nicholas Per- 
kins, Samuel Crockett, and Robert C. Foster. 

At Murfreesboro, by Charles Ready, Edwin A. Keeble, 
Harman Spence, Lewis Garner, and L. H. Carney. 

At Sparta, by James Snodgrass, John Warren, and W r illiam 
M. Young. 

At Fayetteville, by John Clark, Jr., John M. Bright, Robert 
Farguharson, William T. Ross, James Fulton, and William 
Bonner. 

At Pulaski, by Andrew M. Ballentine, Thomas Martin, and 
Benjamin Carter. 

At Winchester, by Benjamin Dechard, Mark Hutchins, 
James Harris, James Sharp, Thomas Wilson, and C. C. 
Garner. 

At Chattanooga, by Robert M. Hook, Benjamin Chandler, 
and John P. Long. 

At Jasper, by Jackson Pryor, Daniel R. Ruwlings, and John 
Harriford. 

At Lewisburg, by Benj. Williams, Ephraim Hunter, James 
V. Ewing, Morgan Fit/patrick, and Henry Harding. 

1. * Value of shares changed. The value of a share of stock was 
originally 825. Hy Acts 1889, ch. 102, all corporations ' hereafter created 
or hereafter to be created " under the laws of the State of Tennessee, were 
allowed to make a share of stock 8100 or less, and issue certificate there* 
for. Secondly, that any such corporation which has heretofore issued 
shares of stock for 825, may call in the same and combine four such 
shares and issue a certificate for $100 in lieu thereof. 

Under this act the Nashville, Chattanooga fe St. Louis Railway issued 
new certificates for 8100 each, as provided above, in place of the original, 
as per resolution adopted May 30, 1889. 

The above clause, ' hereafter created or hereafter to be created,' 1 evi- 
dently was intended for " heretofore created or hereafter to be created." 
The act has been compared with the enrolled copy in the secretary of 
state's office, and found to contain the same mistake. 



4: ORIGINAL CHARTER OF THE 

2. Capital increased, how. See ? 17 of this charter; see, also, index. 
The capital stock was increased to $10,000,000 at the annual meeting of 
stockholders, June 30, 1891. 

SEC. 3. Subscriptions to StOCk, payment. The said com- 
missioners, or a majority of them, at each of the places afore- 
said, shall receive subscription for stock in the said railroad 
company during the time the said books are directed to be kept 
open, and on each share so subscribed shall demand and receive 
the sum of fifty cents, without which the subscription shall be 
void. 

The original capital stock of the Nashville & Chattanooga Railroad 
Company was subscribed as follows: 

By the city of Nashville $ 500,000 00 

By the city of Charleston, S. C 500,000 00 

By the Georgia Railroad... ._ 250,000 00 

By the town of Murfreesboro 30,000 00 

By individuals. 806,912 50 

Total $2,086,912 50 

SEC. 4. Deposit of money, commissioners, incorporation 

perfected, When. As soon as the time for receiving subscrip- 
tions as aforesaid shall have expired, the said commissioners 
shall, respectively, deposit all the money so received by them 
in some incorporated bank, redeeming its notes in specie, to the 
credit of the Nashville & Chattanooga Railroad Company, and 
subject to the order of the president of the board of commis- 
sioners hereinafter appointed, and shall also forward a correct 
list of all the subscribers to the said stock, with the number of 
shares each subscriber has taken, to a board of commissioners, 
to be composed of the following persons: Jno. M. Bass, Jno. 
commission- M - Hill > Francis B. Fogg, Andrew Ewing, A. O. P. 
ers - Nicholson, V. K. Stevenson, Jno. Bell, Willoughby 

Williams, William Nichol, S. D. Morgan, Jos. T. Elliston, Jos. 
W. Horton, Jas. A. Porter, Jas. Overton, and Jno. Shelby, 
who may establish rules to govern their proceedings, choose 
their own president, and appoint such other officers and agents 
as they may think proper, and prescribe their duties, and who, 
TO meet at or a ma j r ity of whom, shall meet at Nashville on 
hashvme. tne third Monday in January next, ascertain the 
whole number of shares taken in the said company, and publish 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 5 

the same in some newspaper printed in Nashville, on or l>efore 
the fourth Monday in January next; and, if the number of four 
thousand shares shall have been subscribed, on each of which 
there shall have been paid the sum of fifty cents, the Nashville 
& Chattanooga Railroad Company shall be regarded at formed, 
and thenceforth and from the day of the closing of the l>ooks 
of subscription, as aforesaid, the said subscribers to the stock 
shall form a body politic and corporate indeed and incorpora- 
in law, by the name and for the purpose aforesaid, ed when, 
and in all things to be represented by the hoard of commission- 
ers aforesaid, until the election of a board of directors, as here- 
inafter prescribed. 

First board. The first board of directors were elected January 24, 
1848. Previous to that time the corporation had been managed by the 
board of commissioners. 

SEC. 5. Books kept open when, incorporation, commis- 
sioners. If on closing the books aforesaid the number of four 
thousand shares shall not have been subscribed, then and in 
that case the said board of commissioners, by themselves or 
their agents, may receive subscriptions till the number of four 
thousand shares be taken, and whenever that number of shares 
shall be subscribed, the company shall be considered as formed, 
as having a corporate existence, as aforesaid, and of 
which notice shall be given, as hereinbefore directed, 
and may proceed to survey the route for the road, and make 
an estimate of the cost of its construction. Nevertheless, no 
conclusive and binding location of the road shall l>e power of 
made by the board of commissioners, but the same sioners. 
be left to the determination of the first hoard of directors chosen 
by the stockholders. And the said board of commissioners 
m ay> by themselves or their agents, at such time and places as 
they may think proper, and upon such terms as to time and 
manner of payment as they may deem expedient, receive addi- 
tional subscriptions until the number of forty thousand shares 
shall have been subscribed, upon which the company may be 
formed, and the subscribers shull thenceforth form a body cor- 
porate, as aforesaid; Provided, The same shall be done on or 
before the first day of January, 1848; and for the residue of 



6 ORIGINAL CHARTER OF THE 

the original numl>er of sixty thousand shares the said corpora- 
tion, when organized, may in like manner receive additional 
subscriptions. 

SEC. 6. Reduction Of Shares. In case more than sixty thou- 
sand shares shall have been subscribed on closing the books 
when they are first opened, the shares shall be reduced to that 
number by deducting the surplus shares from the highest sub- 
scribers, placing them on an equality of numbers, as far as 
can be done; and, after such reduction, the holders of the re- 
maining shares shall form the company, and be interested 
therein in proportion to the number of shares which they may 
then respectively hold. 

SEC. 7. Money returned if shares not subscribed. if, on 

closing the books on the first day of January, 1848, the num- 
ber of forty thousand shares shall not have been subscribed, 
the money paid by each subscriber shall be returned to him by 
the said board of commissioners, after defraying the expenses 
of opening the books and making a survey and map of the route, 
and estimate - of the cost of the road, which the said commission- 
ers are hereby authorized to have made as soon as practicable. 

SEC. 8. President and directors, how chosen. The affairs 

of said company shall be managed by a board of directors, to 
consist of fifteen, who shall be chosen by the stockholders from 
their own body, and a president of the company shall be elected 
by the directors from among their own members, in such man- 
ner as the regulations of the corporation shall prescribe. 

1. Section amended. This charter was amended by Acts Tenn., 1849- 
50, ch. C'CLXVL, so as to allow the city of Charleston, S. C., to appoint 
two of her citizens to represent her stock in this company as directors. 
The same act also amended the charter so as to allow the Georgia Rail- 
road & Hanking 1 Co. to appoint one director to represent its stock. 

2. Number of directors. By Acts Tenn., 1868-9, ch. 23, all railroads, 
by majority vote, were allowed to reduce their directors to a number 
not less than six. and such vote became amendment to charter. Again, 
by Acts 1859-60. ch. 202, authority was given to reduce the number to 
nine, where State aid granted and company agreed. Again, by Acts 
Tenn., 1881, ch. 119 (Code, M. & V.. 1702), all private corporations were 
allowed to increase or diminish the number of directors to any number 
not less than five, upon a vote of the stockholders representing three- 
fourths of the capital stock. 

None of these acts have been accepted, however, and the number of 
directors still remains fifteen. 

3. First board of directors. The first board of directors were elected 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 7 

January 24, 1848. Previous to that time the affairs of the company were 
managed by the commissioners. 

4. General powers. A general power granted directors to manage 
the affairs of the incorporation includes the power to borrow money, 
make, accept, or assign negotiable paper, etc., in the couree of business 
of the corporation. Thompson on Corp., sees. 3988-9; 9 Heis., 524, 533; 11 
Hum.. 22; 7 Heis., 288; 2 Cold., 655; 9 Hum., 264; 6 Hum., 516. 

5. For method of electing president and directors, together with their 
powers, qualifications for office, etc., see index. See also sees. 18, 19 of 
charter. 

SEC. 9. Stockholders' first meeting, directors' election, by- 
laws how enacted. As soon as the number of forty thousand 
shares shall have been subscribed, it shall be the duty of the 
commissioners appointed to declare the same, to appoint a time 
for the stockholders to meet in Nashville, and give Meetln - at 
notice thereof by publication in some of the news- N * snvl ' le - 
papers of Nashville, at which time and place the said stock- 
holders, in person or by proxy, shall proceed to Directors, 
elect the directors of the company, and to enact all and powers, 
such regulations, rules, and by-laws as may be necessary for the 
government of the corporation and the transaction of By laws, 

how 

its business. The persons elected directors at this enacted, 
meeting shall serve for such period, not exceeding one year, as 
the stockholders may direct; and at this meeting the stockholders 
shall fix on the day and place or places where the subsequent 
election of directors shall be held; and such elections shall 
thenceforth be annually made. But if the day of annual elec- 
tion should pass without any election of directors, corporation 
the corporation shall not thereby be dissolved, but by failure of 

annual dec 
it shall be lawful on any other day to hold and make tion. 

such elections in such manner as may be prescribed by a by-law 
of the corporation. 

1. Section amended, by-laws, elections. This section was amended 
by Acts 1847-48, ch. 70, and accepted by company, so as to confer upon 
thr illrecttirH, instead of the stockholders, the power to make " rules, reg- 
ulations, and bj r -laws," and to empower directors to appoint three judges 
and two clerks, from year to year, for purpose of holding election of 
directors. 

2. By-laws. Though by-laws provide for stated meetings, directors 
may hold special or informal meetings, and their actions, when recorded, 
are legal and binding. 9 Heis., 545. 

3. Meetings. Directors may hold meeting out of state, and legal. 
Rorer on R. R., p. 211; Thomp. on Corp., 3933; 45 Ga.. 34; 34 N. Y., 208. 

4. Section amended. By Acts of 1857-58, ch. 8, this charter was 



ORIGINAL CHARTER OF THE 

amended so that the stockholders could, at any meeting, fix on the day 
and place where subsequent meetings of stockholders and election of 
directors shall be held. 

5. By-laws. The by-laws, orders, and resolutions adopted by a rail- 
road company or its stockholders are always under the control of the 
majority, unless expressly provided otherwise by the charter, and may 
be repealed, altered, or modified from time to time by the majority. 5 
Sneed, 566-568. 

6. See Acts 1868-69, ch. 27 ( 1238 M. & V. Code), for f/eneraUaw in ref- 
erence to election of directors, when proper officers refuse or neglect to 
call meeting for same, inserted herein. See index. 

1. For qualifications, elections, liability, etc., of directors, and pas- 
sage of by-laws, see index. 

SEC. 10. Vacancy in board, hOW filled. The board of di- 
rectors may fill up all vacancies which may occur in it during 
the period for which their board shall have been elected, and, 
in the absence of the president may fill his place by electing a 
president pro tempore. 

SEC. 11. Contracts and agreements binding without seal. 

All contracts and agreements authenticated by the president 
of the board shall be binding on the company without seal, or 
such other mode of authentication may be used as the company, 
by their by-laws, may adopt. 

Deeds to real estate, however, were required at common law to be 
under seal, and neither the above section, nor \ 2478 of the Code (M. & 
V.), change this law as to such conveyances. In all such cases the seal 
must be attached to make it legal. 10 Pick. (Tenn. ), 460. 

For discussion of what contracts can be made by company, how cor- 
porate name to be signed, acknowledgements, etc., see index. 

SEC. 12. Liability Of directors. The board of directors 
shall not exceed, in their contracts, the amount of the capital 
of the corporation, and of the funds which the company may 
have borrowed and placed at the disposal of the board; and in 
case they should do so, the president and directors who may be 
present at the meeting at which such contract or contracts so 
exceeding the amount aforesaid shall be made, shall be jointly 
and severally liable for the excess, both to the contractor or 
contractors and the corporation; .Provided, That anyone may 
discharge himself from such liability by voting against such 
contract or contracts, and causing such vote to be recorded on 
the minutes of the board, and giving notice thereof to the next 
general meeting of the stockholders. 

Liability of directors. The directors are individually liable for such 
specific debts only as were contracted with their assent in excess of the 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 9 

paid-up capital and remain unpaid after the corporate asset* are ex- 
h;iiiM.-<i. ,5 Tick., iO: see, also, Hax., 278; 11 Pick., 635. 

Directors are not mere figureheads; they must use good faith, care, 
attention, and circumspection, or they will be liable. 

The diversion of funds to other objects than those mentioned; the 
payment of dividends which leave insufficient funds to meet liabilities; 
the keeping of false books; the making and publishing of false reports, 
are misdemeanors; and also subjects those actively concerned in the same 
to damages. M. & V. Code, 1716-17. 

For discussion of liability of directors, see index. 

SEC. 13. Lateral roads within twenty miles of this pro- 
hibited. After the route of such railroad shall have been accu- 
rately surveyed and adopted, and a plat thereof dejx>sited in 
the office of the secretary of state, it shall not be lawful for 
any other railroad to he built, cut, or constructed, in any way 
or manner, or by any authority whatever, running laterally 
within twenty miles of the route so adopted, unless by said 
company, or with the consent of the board of directors thereof 
for the time being. 

This section has never been construed by the supreme court of Ten- 
nessee, but the supreme courts of other states, as well as the United 
States, have decided similar sections in other charters valid. They hold 
that such a grant, when accepted by the corporation, is in the nature of 
a contract which cannot be impaired without compensation to the rail- 
road company. 17 Conn., 40; 42 Am. Dec., 716; 1 Wall. (U. S.), 116; 3 
Wall. (U. S.), 51; 73 Iowa, 513; 25 Wend. (N. Y.). 628; 47 Me.. 189, 208; 
115 U. S.. 650, 683; 7 N. H., 35; 55 Conn., 1; 120 U. S., 64; 14 Fed. Rep., 
194; 22 Cal., 398; 5 How. (Miss.), 503; 11 La. Ann., 253: 13 How., 71. For 
discussion of this, see Charter, subhead "What Franchises Protected as 
Contracts." Refer to index. 9 Ga., 362; 86 Ga., 83; 70 Ga., 594. 

SEC. u. Exclusive transportation, rate of charges. The 

said company shall have the exclusive right of transportation or 
conveyance of persons, goods, merchandise, and produce over 
the said railroad by them to be constructed; Provided, That 
the charge of transportation or conveyance shall not exceed 
thirty-five cents per one hundred pounds on heavy Rmte of 
articles, and ten cents per cubic foot on articles of char *- 
measurement, for every hundred miles, and five cents a mile 
for every passenger; And provided at#<>, That the said com- 
pany may, when they see fit, farm out their rights of transpor- 
tation on said road, subject to the rates above mentioned. 

1. Rate of charge. This section simply gives the right to charge for 
freight and passengers. The intent was not to proportion the charges 
by any unit of distance, but to fix a maximum beyond which the com- 
pany could not go. and to leave the tariff of charges, within that limit, 



10 ORIGINAL CHARTER OF THE 

to the company, subject to the rule of the common law that charges 
should be reasonable, and to the regulating power of the courts and of 
the legislature. 9 Lee, 609. See, also, 134 U. S.,418. 70 Ga., 694. 

2. This section would only be operative to and from points wholly 
within the State of Tennessee. Shipments to and from points without 
the state would be controlled by the interstate commerce law. 116 U. 
S., 307 [29: 636]. 

3. In shipments from Nashville to Chattanooga, the mere fact that 
the road runs into Georgia and Alabama would not take it out of this 
section, for. ' in the carriage of freight between two points in one state, 
the mere passage over the soil of another does not render that business 
foreign which is otherwise domestic." 145 U. S., p. 192 (672). See notes 
to sees. 34 and 40. See, also, 108 U. S., 538 (27: 812-818). 

4. Exclusive transportation. A part of this section seems at first 
blush to convey a franchise exempt from eminent domain, as it purports 
to convey the exclusive right of transportation over the road. Whether 
the legislature intended to do so or not, however, is immaterial, as the 
grant of such a right would be unconstitutional. The state cannot bar- 
gain away its sovereign power, and any act attempting to divest it of the 
power would be void, even though incorporated in the charter of the 
road. Vol. XIV. Am. & Eng. Corp. Cas., pp. 417, 30; 18 Conn., 451; 102 
Pa. St., 123; 48 Mich., 433; 53 Ala., 211; 65 Ga., 160; 7 N. H., 35; Lewis 
on Em. Dom., sec. 275. See 50 Ga.. 204; 70 Ga., 694. 

SEC. 15. Installments, SUitS for. The board of directors 
may call for the payment of twenty-four and a half dollars on 
each share of stock, in sums not exceeding two dollars, in 
every thirty days; Provided^ That twenty days' notice be given 
of such call in at least one public newspaper of the state in 
which any of the stockholders may reside; and a fail tire to pay, 
or secure to be paid, according to the rules of the company, 
any of the installments so called as aforesaid, shall induce a 
forfeiture of the share or shares on which default shall be so 
made, and all payments thereon, and the same shall vest in and 
belong to the company, and may be restored to the owner or 
owners by the board of directors, if they deem proper, on the 
payment of all arrears on such shares, and legal 
interest thereon, or the directors may waive the for- 
feiture after thirty days' default, and sue the stockholders for 
the installment due, at their discretion. 

A corporation has no power to make a by-law to forfeit or sell a mem- 
ber's stock, unless there be a provision (as in this instance) in the charter 
or articles of association, authorizing the same. 19 Wend., 37: Rorer on 
Railroads, p. 163. Such a law would not now be valid, as all subscrip- 
tions have been settled. 

SEC. 16. StOCk, hOW transferred. The stock of said com- 
pany may be transferred in such manner and form as may be 
directed by the by-laws of the said corporation. 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 11 

The by-laws, orders, and resolutions adopted by a railroad company, 
or its stockholders, are always under the control of the majority, unless 
expressly provided otherwise by the charter, and may be repealed, al- 
tered, or modified from time to time by the majority. 5 Sneed, 506-8. 

For discussion of "how stock to be transferred and liability of company 
for, see index, 

SEC. 17. Capital increased, how. The said company may 
at any time increase its capital to a sum sufficient to complete 
the said road and stock it with everything necessary to give it 
full operation and effect, either by opening books for new stock, 
or by selling such new stock, or by borrowing money on the 
credit of the company, and on the mortgage of its charter and 
works; and the manner in which the same shall l>e done in 
either case shall be prescribed by the stockholders at a general 
meeting; and any state, or any citizen, corporation, or com- 
pany, of this or any other state or country, may subscribe for 
and hold stock in said company, with all the rights and subject 
to all the liabilities of any other stockholder. 

1. Increase of capital. The clause in this section allowing 1 the com- 
pany to "increase its capital to a sum sufficient to complete its road, and 
to stock it with everything 1 necessary to give it full operation,'' etc., gives 
only the limited power to the company to issue bonds and mortgage its 
property to complete and equip its road, and for no other purpose. Fntzler 
v. Railrotid Company, 4 Pickle, 138. 

2. By the Acts of 1875, ch. 142, sec. 19, all corporations previously 
chartered by the acts of the general assembly were allowed to increase 
their capital stock by a method therein set out. 

3. This section was amended May 13, 1872, by a decree of the chancery 
court at Nashville, minute book V, p. 174, sec. 4, so that " two- thirds of 
the whole number of directors agreeing thereto, may increase the capital 
stock to.such an amount as may be determined by the board of directors." 
See decree itself in this compilation, in next chapter. But also see dis- 
cussion herein of validity of chancery court amendments. 

4. For method of increasing capital stock now, see index, 

5. Increase of capital. By Acts Tenn., 1857-8, ch. 161, sec. 4. this com- 
pany was allowed to increase its capital to a sum sufficient, with the 
state aid, to construct the Jasper branch. 

6. The capital stock of this company was increased to 810,000.000 at 
the annual meeting- of stockholders June 30, 1891. 

SEC. is. Directors' annual report, may call general meet- 
ings. The board of directors shall, once in every year at least, 
make a full report on the state of the company and its affairs 
to a general meeting of the stockholders, and oftener if directed 
by a by-law; and shall have power to call a general meeting of 
the stockholders when the board may deem it expedient. 

See notes to sec. 9 of this charter. 



12 ORIGINAL CHARTER OF THE 

SEC. 19. Qualification of officers and voters. No person 

but & citizen of the United States, being a lona fide stockholder 
in his own right of at least forty shares, which he shall have 
held at least three months previous to his election (except at 
the first election), shall be president or a director of the com- 
pany; nor shall any stockholder vote, in person or by proxy, 
at any general or other election (except the first), who shall not 
have held, in his own right, the shares on which he offers to 
vote at least three months previous to such election. 

1. By Acts 1849-50. ch. 266, this section was amended so as to allow 
the city of Charleston, S. C., to appoint two directors in road to repre- 
sent her stock, and the Georgia Railroad & Banking Co. to appoint one, 
but that eight directors should still constitute a quorum. See act itself 
in next chapter. 

2. The city of Charleston subscribed for $500,000 of the stock in this 
company, as per city ordinance passed April 11, 1848. 

3. The Georgia Railroad & Banking Co. subscribed for $250,000, as per 
resolution of directors passed April 11, 1848. 

For discussion of qualification of president and directors and right 
of stockholders to vote for. see index. 

SEC. 20. Method and scale of voting for directors. Stock- 

holders may vote in person or by proxy and in the election of 
directors, and, in voting on all questions which come before a 
meeting of the stockholders, or which may be submitted to the 
decision of the stockholders in any other manner, the vote shall 
scale of ke taken according to the followin scale: The owner 



voting. O f one or t- wo snares 8 ball be entitled to one vote; 
the owner of not less than three nor more than four' shares 
shall be entitled to two votes; the owner of not less than five 
nor more than six shares shall be entitled to three votes; the 
owner of not less than seven nor more than eight shares, to 
four votes; the owner of not less than nine nor more than 
eleven shares, to five votes; the owner of not less than twelve 
nor more than fifteen shares, to six votes; the owner of not 
less than sixteen nor more than twenty shares, to seven votes; 
the owner of not less than twenty-one nor more than twenty- 
six shares, to eight votes; the owner of not less than twenty- 
seven shares nor more than thirty-three, to nine votes; the 
owner of not less than thirty-four nor more than forty shares, 
to ten votes; and the owner of every ten shares above forty 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 13 

shall be entitled therefor to one vote; Provided, That no indi- 
vidual, corporation, or company shall be entitled to more than 
five hundred votes. 

1. Amendment as to scale of voting. By Private Acts 1868-9. ch. 2, 
sec. 4, the charters of all railroads were allowed to be amended so that 
every stockholder should be entitled to one vote for each share of stock, 
provided it did not interfere with the vested right of the company. This 
amendment was accepted by the Nashville, Chattanooga & St. Louis 
Railway, September 20, 1875, and now in all elections each share is en- 
titled to one vote. See discussion herein; refer to index. 

2. Amendment [chancery court]. This section was amended by 
decree of the chancery court, at Nashville, May 13, 1872, as per minute 
book "V," p. 174 el fteq., so that "the owner of one or more shares, up 
to and including four, should be entitled to one vote for each share: the 
owner of a greater number of shares than four should be entitled to one 
vote for each four shares over and above four." This amendment was 
doubtless void, however. 8 Bax., 332; 1 Tenn. Chy., 95, 98; 11 Lea, 3; 9 
Lea, 380; 1 Lea, 462. Subsequently, on September 20, 1875, the company 
accepted the Acts of 1868-9, ch. 2, as above set out, which now gives one 
vote for each share. 

SEC. 21. Real property may be purchased for what The 

said company may purchase, have, and hold in fee, or for a 
term of years, any lands, tenements, hereditaments which 
may be necessary for said road, or appurtenances thereof, or 
for the erection of depositories, storehouses, houses for the 
officers, servants, or agents of the company, or for workshops 
or foundries to be used for the said company, or for procuring 
timber, stones, or other materials necessary for the construc- 
tion of the road or its appurtenances, or for effecting transpor- 
tation thereon. 

1. See notes to sec. 24 of this charter. 

2. For the purposes enumerated in the above section, the railway can- 
not condemn, but must rely upon its purctmslng power therein conferred. 
11 Hum.. 347. 

For general discussion of this under Eminent Domain, herein, see 
index. 

SEC. 22. Crossing and taking roads, water courses, and 

turnpikes. The said company shall have the right, when nec- 
essary, to construct the road, or any branch thereof, across or 
along any public road or water course; Provided, Public roads 

and water 

That the said road and the navigation of such water courses, 
course shall not be thereby obstructed; And provided further, 

That such railroad shall not be located so near any Turnpikes 
. .1 . . . i. ,i . . not to b 

turnpike road as to injure or prejudice the interests injured. 

of the stockholders in such turnpike road, except upon such 



14 ORIGINAL CHARTER OF THE 

terms as may be agreed upon by the president and directors of 
the same on behalf of the stockholders. 

1. Bridge across Tennessee river. By Acts Term., 1849-50, ch. 266, 
sec. 2. the company was required to build the bridge across the Tennes- 
see river, at least thirty feet above extreme high-water mark between 
the two piers next to the western bank or any two piers the company 
may deem best, and the distance between the two so selected shall be at 
least one hundred and fifty feet. Subsequently, by Acts Tenn., 1855-6, 
p. 487, as the bridge had burned, the legislature passed an act relieving 
the company from building the bridge thirty feet above high-water 
mark, or any other specified height, provided a good draw or revolving 
bridge be constructed, at least sixty feet between the piers. See act 
itself in this compilation, in next chapter. 

Alabama acts as to bridge. The state of Alabama passed, by Acts 
1849-50, No. 123. sec. 2, an identical act to the Acts of 1849-50, ch. 266, 
sec. 2, of Tennessee, above set out, and subsequently, by Acts 1855-6, p. 
11, passed an identical act to the Acts of 1855-6, p. 487, of Tennessee, 
above set out. 

By Acts of 1888-9, p. 443, Alabama again required the bridge to be 
built thirty feet above high water, etc., this act being the same as Acts 
of 1849-50, No. 123, above set out. This act, however, is void as against 
the vested rights of the railway. The bridge had been erected and the 
draw put in under the Acts of 1855-6, before the act of 1888-9 was 
passed. In addition it would be void, as congress now has charge of the 
matter. 

Congress acts. By acts of congress 1888, as amended by those of 1890, 
the character of bridges, etc., over all navigable streams has been taken 
from the state legislatures. Prior to this time, congress had no jurisdic- 
tion over the navigable waters within the territorial limits of a state, 
as there was no common law of the United States independent of statute. 
Until congress acted, therefore, the matter rested entirely with the leg- 
islatures of the states. Hence these acts. Since congress has taken 
charge, however, these acts of the state legislature are of no particular 
value. The bridge must be constructed according to the acts of congress. 
As it is now constructed lawfully under the said acts of congress, the 
last acts of Alabama are void upon the subject. 

2. Road crossings. Where railroad crosses public road already in 
use, it must, unless relieved by statute, not only restore the public road, 
but erect and maintain perpetually all structures and keep up all re- 
pairs made necessary by such crossing, for the safety and convenience 
of the public. 3 Pickle. 712. But this law does not apply where road 
crosses railroad. See discussion herein. See, also. 14 Lea, 525, which 
holds this section valid in action by turnpike company to enforce con- 
tract. 

3. Obstructing. The temporary and necessary obstruction of naviga- 
tion in the construction or repair of a bridge is not unlawful under this 
section, nor within the prohibition of \ 1527 of the code (M. & V.). 6 
Pickle. 638. Hut see 5 Sneed, 427; 1 Bax., 55. 

4. The term ' public road," in this charter, does not embrace the 
streets and alleys of a city. 3 Head, 596. 

5. Railroads may be indicted and fined for obstructing a public high- 
way contrary to powers in their charter. 3 Head, 523. 

6. See discussion herein of right to cross bridge and obstruct roads, 
navigable streams, etc., and right of highways and railways to cross 
right of way of this company. Refer to index. 

SEC. 23. Purchase of bridges, roads, etc. The said com- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 15 

pany may purchase, have, and hold any bridge or turnpike road 
over which it may be necessary to carry the said railroad; and 
when such purchase is made, to hold the said bridge or turn- 
pike road on the same terms and with all the rights which be- 
long to the individual, individuals, or corporation from which 
such purchase may be made; Provided, That the said company 
shall not obstruct any public road without constructing another 
as convenient as may be. 

1. The term "as convenient as may be " in the above section does not 
mean that the new road must be as convenient and easy of passage and 
as safe as the old road, but that the new road should be so constructed 
as to answer the purposes of the traveling public, and be made as easy 
and convenient as the nature of the ground will permit, having regard 
to the rights of the public and not requiring unreasonable outlays of 
money by company. 1 Bax., 55. 

2. A chartered toll bridge, having exclusive right, may be condemned 
for railroad purposes. 1 Sneed, 176. 

SEC. 24. Condemnation for right Of way. Where any lands 
or right of way may be required by the said company for the 
purpose of constructing their road, and for want of |n m tk s eij for 
agreement as to the value thereof, or from any other certaiined. as 
cause the same cannot be purchased from the owner or owners, 
the same may be taken at a valuation to be made by five com- 
missioners, or a majority of them, to be appointed by the cir- 
cuit court of the county where some part of the land or right 
of way is situated; and the said commissioners, before they 
act, shall severally take an oath, before some justice By sworn 
of the peace, faithfully and impartially to discharge rs. 
the duty assigned them. In making the said valuation, the 
commissioners shall take into consideration the loss or damage 
which may occur to the owner or owners in conse- commission 
quence of the land l>eing taken or the right of way skier what, 
surrendered, and also the benefit and advantage he, she, or they 
may receive from the erection or establishment of the railroad 
or works, and shall state particularly the nature and amount of 
each, and the excess of loss and damage over and above the 
benefit and advantage shall form the measure of valuation of 
the said land or right of way. The proceedings of the said 
commissioners, accompanied with a full description of the said 
land or right of way, shall l>e returned under the hands and 



16 ORIGINAL CHARTER OF THE 

seals of a majority of the commissioners, to the court from 
which the commission issued, there to remain of record. In 
case either party to the proceedings shall appeal from 
the valuation to the next session of the court grant- 
ing the commission, and give reasonable notice to the opposite 
part}' of such appeal, the court shall order a new valuation to 
be made by a jury, who shall be charged therewith in the same 
term, or as soon as practicable, and their verdict shall be final 
and conclusive between the parties, unless a new trial shall be 
granted; and the lands or right of way so valued by the com- 
missioners or jury shall vest in the said company in fee simple so 
soon as the valuation may be paid, or, when refused, may be 
tendered. Where there may be an appeal, as aforesaid, from 
On what con- the valuation of commissioners by either of the 

work to pro- parties, the same shall not prevent the works intended 

ceed pending 

litigation. to be constructed from proceeding; but where the 

appeal is by the company requiring the surrender, they shall 
be at liberty to proceed in their works only on condition of 
giving to the opposite party a bond, with good security, to be 
approved by the clerk of the court where the valuation is 
returned, in a penalty equal to double the said valuation, condi- 
tioned for the payment of said valuation and interest in case 
the same be sustained; and, in case it be reversed, for the pay- 
ment of the valuation thereafter to be made by the jury and 
confirmed by the court; Provided, That when the land cannot 
be had by gift or purchase the operations of the work are not 

Work not to to be hindered or delayed during the pendency of 
be delayed by 

legal process, any proceedings to assess its value, as aforesaid, nor 
shall any injunction or supersedeas be awarded by any judge or 
court to delay the progress of said work. 

1. Character of title acquired. It will be noticed, from the above 
section, that, as soon as the commissioners appointed to assess the value 
made their return, and the railway paid or tendered the amount assessed, 
the title to the land or right of way immediately vested in the company 
in fee simple. The supreme court of Tennessee, in construing 1 this sec- 
tion, held: ''That the railway company, having constructed its road and 
paid the damages aforesaid, acquired an absolute estate in fee simple to 
said land, and is entitled to the exclusive possession and control of every 
pan thereof. The original owner, therefore, has no right to the occupa- 
tion or use of any part thereof within the limits so condemned and paid 
for." 4 Sneed, 528 [280]. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 17 

The title and right to the use of the land and right of way, acquired 
under section 25 below, however, is materiallj' different. In that ease, 
the land is not jut hi for, and, though the company is given one hundred 
iVct uu each side of the center of the road, in the absence of any con- 
tract to the contrary, where the owner failed to apply in time for assess- 
ment, yet. the title secured is only an ametnent and not a fee *linple, and 
the landowner is entitled to the use of it until necessary for railroad 
purposes, though he must then give it up. 5 Pick., 293. 

2. For what land may be taken. Land may be taken, under this 
section, for right of way. for approaches to the road for persons and ve- 
hicles, for places for receiving and delivering, loading and unloading, 
goods, merchandise, etc., but not for laud for the purposes of deposito- 
ric.-.. ^tort-houses, workshops, and houses for agents, etc. In the latter 
ca-i-s the company must rely solely upon its purctuwhiy power, which, 
under section*21 of this charter, it has the right to do. 1 1 Hum., 347. 

3. Same, may make successive appropriations. The mere fact that 
the company condemned originally, under this section, fifty or one hun- 
dred feet for a right of way, will not prevent it now from condemning 
a.s much more ax man l>c necennar]i from time to time. This is so, even 
though the railway in some cases may have agreed and contracted not 
to do so, and the right of way was given to it under that condition. The 
board of directors have no power to bargain away the power of eminent 
loni'iin. 87 Ky.. 72: 45 Mo., 212; Rorer on Railroads, p. 372, 275; 16 Ohio 
St., 390; 54 Penn. St., 103; 10 Vroom, 45; 67 Barb., 426; 52 Ind., 16; Ran- 
dolph on Em. Dorn., p. 107. \ 116; 36 Conn., 196; 87 Ala.. 501; 85 Ala., 106; 
101 Ind , 366; 1 Md., 553; Lewis on Em. Dom., \\ 247, 259; 52 Ind., 16. 42; 
101 Ind.. 366; 113 111., 156; 26 Kan., 669; 13 Neb.. 361; 54 Pa. St., 103; 57 
Ark., 359; 58 Pa. St., 249; Elliott on Railroads, W, 930, 962; 104 111., 323; 
8 Nev.. 100; 58 Md., 539; 17 111.. 123; 9 Ky. L. R.. 924; 44 Hun (N. Y.), 
!'.: r> Col.. 270; 6 Col., 2; 71 111., 592; 18 Pick. (Mass.). 472; 5 Ore., 117. 

4. How condemnation made now. The power of eminent domain 
conferred in the above section is an inviolable right that cannot be with- 
drawn by the legislature, nor surrounded with such conditions as will 
destroy its value. 14 Wend. (N. Y.), 51; 8. c., 18 Wend. (N. Y.), 9; 31 
Am. Dec.. 313. Hut where a statute prescribes a mode by which lands 
may be condemned in the charter, and thereafter the legislature, by 
general law, prescribes a different mode, the company must proceed in 
the mode prescribed by the latter act. Such a statute does not impair 
vested rtyhtx, but merely affects remedies. Thompson on Corp., sees. 5407, 
5437; 16 Am. Rep., 729; 47 N. J. L., 59; 54 Am. Rep., 114: 81 Ky., 221; 3 
S. C., 381; 12 Heis. (Tenn.), 54. Subsequent legislation has provided 
general laws for condemnation of land, and these should doubtless be 
followed. See Eminent Domain herein. Refer to index. 2 Swan. 422. 

5. For a full discussion of this section, together with the right of 
successive appropriations, occupation, and use of right of way, building 
on and tunneling same. etc.. see Eminent Domain, Rlyht of H'rj/. herein. 
Refer to Index. 

SEC. 25. in absence of contract, right of way one hun- 
dred feet, when. In the absence of any contract with the said 
company in relation to land through which the said road may 
pass, signed by the owner thereof, or by his agent, i n absence of 
or any claimant or person in possession thereof, which ers'offandVo 
may l>e confirmed by the owner, it shall be presumed assessment in 
that the land upon which the said road may be con- barred. 



18 ORIGINAL CHARTER OF THE 

structed, together with a space of one hundred feet on each 
RI ht of wa s ^ e ^ tne cen ^ er f sa id road, has been granted to 
width of. ^ ne company by the owner thereof, and the company 
shall have good right and title thereto, and shall have, hold, 
and enjoy the same as long as the same be used only for the 
purposes of the road, and no longer, unless the person or per- 
sons owning the said land at the time that part of the road 
which may be on said land was finished, or those claiming under 
him, her, or them, shall apply for an assessment for the value 
of said lands, as hereinbefore directed, within five years next 
after that part of said road was finished, and in case the said 
owner or owners, or those claiming under him, her, or them, 
shall not apply for such assessment within five years next after 
the said part was finished, he, she, or they shall be forever 
barred from recovering the said land, or having any assessment 
Minor or feme or compensation therefor; Provided, Nothing herein 

in two years contained shall effect the right of feme covert or in- 
after removal 

of disability, fants until two years after the removal of their re- 
spective disabilities. 

1. Width, of right of way one hundred feet, when. Under this sec- 
tion of the charter, if the right of way was not paid for by railroad, nor 
contract entered into with the landowner, the railroad has right to an 
easement of one hundred feet on each side of the center of said road, 
when necessary for railroad purposes, unless the landowner applied in 
time for assessment of value. Only the number of feet up to a hundred, 
actually necessary, to be taken from time to time. 5 Pickle, 293. 

For rights where land paid for, see 4 Sneed, 528. 

2. The owner's possession and cultivation of any part of this one hun- 
dred feet is not adverse to railroad, and. although continued for thirty 
years, will not defeat the easement, and railroad company can take it 
when necessary for side tracks, etc. 5 Pickle, 293. See general discus- 
sion of subject herein, under Eminent Domain. See index. 

SEC. 26. Forfeiture and penalty for intrusion. If any per- 
son shall intrude upon the said railroad, or any part thereof, 
Forfeiture for ^ an v manner f use thereof, or of the rights and 
intrusion. privileges connected therewith, without the permis- 
sion, or contrary to the will of said company, he, she, or they 
shall forthwith forfeit to the said company all the vehicles 
that may be so intruded on said road, and the same may be 
Penalty for recovered by suit at law, and the person or persons 
so intruding may also be indicted for misdemeanor, 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 19 

and, upon conviction, fined and imprisoned by any court of 
competent jurisdiction. 

As to the misdemeanor, see 3 Hum., pp. 481-483. 

SEC. 27. Obstructing or damaging road or bridges, pun- 
ishment. If any person shall willfully and maliciously destroy, 
or in any manner hurt, damage, or obstruct the said railroad, 
or any bridge, or any vehicle used for or in the transportation 
thereon, such person or persons so offending shall be liable to be 
indicted therefor, and, on conviction, shall be imprisoned not 
more than six nor less than one month, and pay a 
fine not less than twenty dollars; and shall be fur- 
ther liable to pay all the expenses of repairing the same; and 
it shall not be competent for any j>erson so offending against 
the provisions of this clause to defend himself by pleading or 
riving in evidence that he was the owner, or agent or servant 
of the owner, of the land where such destruction, hurt, dam- 
age, injury, or obstruction was done or caused, at the time the^ 
same was caused or done. 

Subsequent legislation has rendered this section of the charter unnec- 
essary, if not inoperative. By 5387 of the Tenn. Code (M. & V.), it is 
provided that '' whoever willfully and maliciously puts upon the track 
of any railroad in this state any kind of obstruction, or loosens or re- 
moves any of the rails or timbers, or loosens, destroys, or injures any of 
the machinery, gear, or apparatus of the locomotive or cars, or removes 
or changes any signal, so as to endanger the safe running of the locomo- 
tive and cars, or either or any of them, is guilty of a felony, and, upon 
conviction of either offense, shall be imprisoned in the penitentiary not 
less than two nor more than fifteen years." And by # 5388 it is provided 
that if death ensues from any of the above acts, the offender shall suffer 
death by hanging; and by the following section, "that if anyone is in- 
jured, the offender, if convicted, shall be imprisoned in the penitentiary 
from three to fifteen years." Similar laws are in force in Alabama, 
Georgia, and Kentucky. 

SEC. 28. Obstruction a public nuisance. Every obstruction 
to the safe and free passage of vehicles on the said road shall 
be deemed a public nuisance, and may l>e abated as such by an 
officer, agent, or servant of the company, and the ]>crson caus- 
ing such obstruction may be indicted and punished for erecting 
a public nuisance. 

The word "obstruction," as used by railroad men, is not such a term 
of art as requires explanation by an expert. i\ Heis. , 347. See, also, 3 
Head, 522; 1 Bax., 55. 



20 ORIGINAL CHARTER OF THE 

SEC. 29. Storage Charges allowed, When. The said com- 
pany shall have the right to take at the storehouses they may 
establish or annex to their railroad all goods, wares, merchan- 
dise, and produce intended for transportation; prescribe the 
rules of priority, and charge and receive such just and reason- 
able compensation for storage as they, by rules, may establish 
(which they shall cause to be published), or as may be fixed by 
agreement with the owner, which may be distinct from the 
Wot to charge rates of transportation; Provided, That the said com - 
diaf" trans- pany shall not charge or receive storage on goods, 
possible. wares, merchandise, or produce which may be de- 
livered to them at their regular depositories for immediate 
transportation, and which the company may have the power 
of transporting immediately. 

Where goods are received and deposited in depot or warehouse, the 
liability of carrier, as such, ceases eo instnnti. Thereafter its liability 
is that of a warehouseman. 7 Pickle, 699. Not extended by Acts 1870, 
ch. 17. 8 Lea, 32. 

The duty of a warehouseman is to exercise ordinary care and diligence 
only. 5 Pickle, 2, 33, 35. 

The delivery of goods and payment of freight are concurrent acts, to 
be performed at the same time, if road desires. 9 Heis., 564. 

Railroad may demand freight charges before receiving and transport- 
ing goods. 

Railroad has no lien on goods for demurrage, in absence of contract 
or clause in bill of lading. 15 Lea, 261. Such a clause should be in- 
serted in bill of lading. 

By \ 2789 (M. & V. Code), freight uncalled for after six months and one 
day may be sent to one of the nearest principal offices and sold for 
charges. 

In absence of controlling necessity to sell, railroad can only enforce 
lien by due process of law. 9 Heis., 564. 

SEC. 30. Dividends paid, When. The profits of the com- 
pany, or so much thereof as the board of directors may deem 
advisable, shall, when the affairs of the company will permit, 
be semiannually divided among the stockholders in proportion 
to the stock each may hold. 

liy Acts 1847-8, ch. 70. sec. 3, this section of the charter was amended 
so that the company should be required to estimate and pay semiannu- 
ally to the several holders thereof a sum equal to six per cent, per 
annum on the capital stock actually paid in, to be charged to the cost of 
construction, provided a majority of the stockholders, at their first 
regular meeting, agreed thereto. See act itself in this compilatiop, in 
next chapter. 

See general discussion of dividends herein. Refer to index. 



NASHVILLE, CHATTANOOGA A 8T. LOUI8 RAILWAY. 21 

SEC. 31. Banking prohibited, may insure. The said com- 
pany is hereby expressly prohibited from carrying on any 
banking operations, but may effect insurance on lives and 
proj>erty transported on the road. 

Railroad has right under this section to insure. 

It may also have insurance companies to insure for it not only its in- 
terest and liability, but the whole value of goods intrusted to it for car- 
riage. In such cases it may collect the whole value, reimburse itself for 
its special loss, and hold the surplus in trust for the owners. 5 Pick., 2, 
45. See, also, 93 U. S., 541; 133 U. S., 409. 

As an insurer the liability of the railroad is secondary. 13 Wall. 
(U. S.), 367. 

SEC. 32. Crossings Of roads and lands. Whenever, in the 

construction of said road, it shall be necessary to cross or in- 
tersect any established road or way, it shall be the duty of the 
company to construct said road across such established road or 
way so as not to impede the passage or transportation of per- 
sons or proj)erty along the same; or where it shall be necessary 
to pass through the land of any individual, it shall be their 
duty to provide for such individual a proper wagon way or 
ways across said road from one part of his land to the other. 

See note to section 22 and 23 of this charter; 3 Pickle, 712; 1 Bax., 55. 
The term "public road " does not embrace the streets and alleys of a 
city. 3 Head, 596. 

See general discussion herein under CrosKlngs. 17 Pick.. 197 

SEC. 33. Additional powers. The said company shall pos- 
sess such additional powers as may be convenient for the due 
and successful execution of the powers granted in this charter, 
and for the successful construction and management of the work. 

Under this section company has no authority to guarantee a specified 
dividend on its stock as an inducement to subscribers to take it. 1 Pickle, 
703. 

See Acts 1870, ch. 14, included in this compilation, in next chapter, 
which purports to construe the powers granted under this section, and 
empower the company to borrow a sum not exceeding three million dol- 
lars. It is not, however, in the province of the legislature to expound 
the meaning of existing laws. They can say what the law shall be, but 
not what it is. 2 Hum., 304; see 1 Bax., 319. 

SEC. 34. Charter, how amended. This charter shall be 
amendable from time to time by the legislature, whenever the 
president and directors shall unanimously petition for amend- 
ments, specifying in the petition the nature of such amend- 
ments; and, when such amendments shall U- adopted by the 



22 ORIGINAL CHARTER OF THE 

legislature and submitted to the directory, and be accepted and 
adopted unanimously by the president and directors, they shall 
be obligatory on the stockholders, and not otherwise. 

1. Petition for amendment not necessary. An amendment accepted 
and adopted by the president and directors unanimously will be valid, 
although not recommended by the unanimous petition of the president 
and directors, that being merely directory. 8 Bax., 108. 

2. Charter irrevocable. As the legislature did not reserve in this 
charter the power to modify, amend, or repeal the same, or any part 
thereof, all the rights granted herein are irrevocable. The legislature 
cannot thrust an amendment upon it or enforce the abrogation of any 
right conferred. 

The act of incorporation, being legal in itself, is a contract between 
the state and the corporation, investing it with a legal estate in the 
franchises named in the charter, and, being such a contract, it is under 
the protection of the constitution of the United States, and is irrevocable 
and inviolable by any act of the legislature, or even a subsequent con- 
stitutional convention of the state, without the consent of the corpora- 
tion. This has been settled since the Dartmouth College case (4 Wheaton, 
U. S. , 468), and is now supported and strengthened by a long and un- 
broken chain of authorities. 

Tennessee authorities, 9 Bax., 442; 3 Cold., 88, 496; 1 Sneed, 114; 9 
Yer., 488: 11 Lea, 336; 3 Hum., 305; 1 Heis., 284; 3 Tenn. Chy., 405; 13 
Lea, 400; 2 Pickle, 614; 3 Pickle. 155; 1 Head, 81; 3 Sneed, 629. 

United States authorities. 80 U. S., 568 (13 Wall., 264); 83 U. S., 326 
(16 Wall., 244); 87 U. S.. 282 (20 Wall., 36); 29 U. S., 938-9 (4 Peters. 514); 
1 Black, 436; 117 U. S., 129 (830), 139 (833); 4 Wheat. (U. S.), 468. 

SEC. 35. Exemption from military, jury, and road duty. 

The president, directors, clerks, agents, officers, and servants 
of said company shall be exempt from military duty, except 
in cases of invasion or insurrection, and shall also be exempt 
from serving on juries and working on public roads. 

This is class legislation, and unconstitutional. 4 Lea, 316. 

This section was first decided to be valid in Alabama. Johnson v. 
State (1890), 41 A. & E. R. R. Cases, 275, but subsequently overruled. 91 
Ala., 70; 53 A. & E. R. R. Cases, 37. 

SEC. 36. Slaves, power tO buy. The company shall have 
full power and authority to purchase and own such number of 
slaves as may be necessary for the construction of said road, 
and for keeping the same in repair. 

Slavery abolished by Constitution 1870. See 3 Heis., 653; 2 Cold., 14. 

SEC. 37. Directors trustees in case of dissolution. if, by 

decree or otherwise, the said corporation shall be dissolved, the 
president and directors of said company are created trustees, 
with such powers only as may be necessary to collect the debts 
due the company, preserve the property, pay the debts, and 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 23 

distribute the projxjrty and effects of the company to those who 
may be entitled thereto under the charter. 

For what causes dissolution may take place, see Charter, subhead 
" Forfeiture of,'' herein. 

SEC. 38. Exemption from taxation. The capital stock of 

said company shall lie forever exempt from taxation, and the 
road, with all its fixtures and appurtenances, including the work- 
shops, warehouses, and vehicles of trans|x>rtation, shall be ex- 
empt from taxation for the period of twenty years from the 
completion of the road, and no longer. 

1. Under this section, an elevator, though situated outside the right 
of way, if necessary and used as a depot or warehouse, and located at 
such a distance on account of natural disadvantages, was exempt, during 
the twenty years, together with the side track, etc., necessary to connect 
it with the road, and the land on which both are constructed. State a?id 
County v. N., C. & St. L. Ry., 2 Fickle, 438. 

2. Exemptions from taxation iu charters prior to 1 870 and accepted by 
corporators and acted upon, is a contract binding upon state which can- 
not be impaired by subsequent legislation or constitutional provisions. 
2 Pickle, 614; 3 Cold., 88, 496; 1 Sneed, 114; 9 Yen. 488. 

See, also, 13 Lea, 400; 11 Lea. 336; 9 Wax.. 442. 546; 8 Bax., 539; 6 Kax., 
415, 441; 3 Pickle, 155: 3 Hum.. 305: 1 Heis., 284; 3 Sneed, 629; 1 Head, 81. 
See, also, 80 U. S., 568; 83 U. S., 326: 87 U. S., 282; 29 U. S.. 939. 

3. The exemption of the shares of stock from taxation in this section, 
applies to shares in hands of individual stockholders. 117 U. S., 830. 

4. A grant to railroad of all rights, powers, and privileges of another 
company entitles it to the same exemptions from taxation that other 
company had. 117 U. S., 833. 

For right of purchaser of railroad as to exemptions, see 12 Lea, 583. 

SEC. 39. Road tO be Completed When. The railroad author- 
ized by this act shall be commenced within three years after 
the pas-age of this act, and shall be finished within six years 
thereafter; otherwise the charter hereby granted shall be void. 

Charter privileges must be exercised within the time limited by the 
charter or subsequent legislation. Korer on Railroads, p. 332. 

SEC. 40. Branches, who may build, duty of this road as to. 

Any individual or individuals, company or body corporate, 
with permission of the legislature of this state, may hereafter 
construct branches to unite with the said Nashville & ^J"" 100 
Chattanooga Railroad; and it shall be the duty of 5n"rShtto 
said company, when required, to receive on their cJrs'over.'ttc 
road the full loaded freight cars from such branches, and trans- 
port the same to their destination, and to return them without 
changing the loads thereof, or charging for the transjwrtation 



24 ORIGINAL CHARTER OF THE 

of the goods, wares, merchandise, and produce therein any 
greater rate of freight than they charge for similar goods, 
wares, merchandise, and produce in their own cars; Provided^ 
That the company shall not be compelled to receive such cars 
on their road unless they are constructed in the same manner 
and are of equal strength with their own cars, of which the 
engineer of the main road shall be the judge; And provided, 
That the company shall not be required to receive any cars from 
what freight sucn branches without receiving payment for at least 
branches. twenty miles transportation; And provided also, 
That the said company shall be entitled, in all respects, to sim- 
ilar and equal privileges on any branches constructed to unite 
with their road, subject to the same restraints. (Acts Tenn., 
1845-6, ch. 1, passed December 11, 1845.) 

1. Connecting road, or branch, however short, under this section, may 
be charged by this company the regular freight for at least tioenty miles, 
and unless it is paid this company is not required to receive it. It is 
questionable whether this clause is valid now. 

2. The privilege granted other roads of connecting with this is oblig- 
atory while this section is in force, but the section may be repealed by 
subsequent legislation, as it is not in the nature of a contract. See Rorer 
on Railroads, p. 28. 

3. One railroad cannot bind connecting road as to rates to be charged, 
unless by agreement between them. 7 Bax. , 345. 

4. If articles shipped are of different character than those named in 
bill of lading, and upon which rates are higher, connecting line may 
transport, charge, and collect increased rate. 7 Bax., 345. 

5. Receiving carrier is liable for goods lost by connecting line, in the 
absence of agreement or clause in bill of lading to the contrary. 6 Heis., 
143, 208. 

6. If liability is not restricted, and goods are consigned to a point be- 
yond terminus, but on line of connecting route, carrier is bound to de- 
liver at destination. 7 Heis.. 253. 

7. Trains of one road running over connecting line and under exclusive 
control of its own servants, are liable for all damages occurring through 
negligence; but if servants of both companies jointly control the train, 
both companies are liable. 6 Heis., 347. 

8. Branch roads. As to right of this company to build branch roads, 
see discussion herein under Branch Roads; refer to index. 

9. Same. Under Acts of Tenn., 1849-50, ch. CCLXVI., sec. 3, it was 
provided that "the Shelby ville branch and all other branches as may be 
made, shall have all the rights and privileges and be placed in all re- 
spects on the same footing with the Nashville & Chattanooga Railroad. 
This is a very important act, and one that has heretofore been over- 
looked. Under it all branches lawfully constructed by this railway 
have all the rights and privileges of the main stem. See discussion 
herein; refer to index. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 25 



CHAPTER II. 

ACTS AND DECREES AMENDING CHARTER OF AND RELATING 

TO THE MAIN STEM OF THE N., C. 4 ST. L. KF. WHICH 

WAS FORMERLY THE N. A C. R. R. CO., IN TEN- 

NESSEE, ALABAMA. AND GEORGIA. 

This chapter contains only those decrees and acts relating ercl'ttirely to the main stem 
of the N.. C. A St. L. Ry.. which was formerly the Nashville & Chattanooga Railroad Com- 
pany. Decrees and acts affecting its other branches, such as its Northwestern branch. 
Lebanon branch, etc.. will be found in subsequent chapters relating to those roads. As the 
original Nashville A Chattanooga Railroad Company ran through a portion of Tennessee, 
Alabama, and Georgia, this chapter will contain all decrees and acts of those states affect- 
ing the road, in the order mentioned. 

DECREES. 

N. & C. R. R. Co. ET AL., Ex PARTE. [PETITION.] 

Decree Changing name. This cause came on to be heard 
May 31, 1S73, before the Hon. W. F. Cooper, chancellor, pend- 
ing in the chancery court for the county of Davidson, state of 
Tennessee, upon the petition of the Nashville & Chattanooga 
Railroad Company, incorporated by the general assembly of 
Tennessee, and of its directors, E. VV. Cole, Thomas C. White- 
side, Godfrey M. Fogg, Thomas Lipscomb, John F. Anderson, 
John B. Hawkins, John W. Childress, W. S. Huggins, A. E. 
Patton, lien May, V. K. Stevenson, John M. Bass, Edward L. 
Jordan, Jackson Pryor, John P. King, John Frizzell, W. R. 
Butler, and A. Frierson, the last two being state directors, when 
it appeared to the court that on January 9, 1873, the petition 
in this cause was filed, and which has been enrolled in book No. 
3, page 169, and that by said petition the court is asked to 
pronounce a decree amending the charter of said company as 
specified in said petition; that on January 27, 1873, the clerk 
and master of this court caused publication to be made for 
thirty days in the Republican Banner* a ne\vsp!i|>er published in 
the city of Nashville, Tennessee, which publication was in the 
words and figures following, to wit: 



26 DECREES AND ACTS OF TENNESSEE RELATING TO 

No. 7423. 

IN CHANCERY AT NASHVILLE. 
STATE OF TENNESSEE, 

OFFICE CLERK AND MASTER CHANCERY COURT. 

NASHVILLE, January 27, 1873. 

WHEREAS, The Nashville & Chattanooga Railroad Company 
and its directors, E. W. Cole, president, and others, have filed 
their petition in this court to have the charter of said company 
amended as follows, viz. : That said corporate body shall be 
known and designated by the name and title of "The Nashville, 
Chattanooga & St. Louis Railway" instead of the Nashville & 
Chattanooga Railroad Company: It is therefore ordered that 
all persons desiring to resist the amendment of said charter or 
the granting the prayer of said petitioners, enter their appear- 
ance herein at the courthouse at Nashville, Tennessee, on the 
first Monday in April next, 1873, that being the next regular 
term of said court, and then and there show cause, if any they 
have or can, why the prayer of said petitioners and the amend- 
ment of said charter should not be granted, or the matter of 
said petition will be heard ex parte, and that a copy of this 
order be published for thirty days in the Nashville Republican 
Banner. NATHANIEL BAXTER, JR., 

Clerk and Master. 

FOGG, WHITESIDE & FRIZZELL, 

Solicitors for Petitioners. 

It also appearing to the court that, by an act of the general 
assembly of the state of Tennessee, ch. 1, passed December 11, 
1845, entitled "An act to incorporate the Nashville & Chatta- 
nooga Railroad Company," and the act amendatory thereof, 
the said Nashville & Chattanooga Railroad Company was incor- 
porated for the purpose of establishing a communication by 
railroad between Nashville & Chattanooga, in' the state of Ten- 
nessee; that, by said acts of the assembly and others of a gen- 
eral character, there were conferred upon said company the 
powers and privileges incident and necessary to the transaction 
of the business for which it was incorporated, and among which 
was the power to purchase and own connecting roads; that said 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 27 

company has purchased, and is now the owner, of the railroad 
known as the Nashville & Northwestern Railroad, running from 

' O 

Nashville, Tennessee, to Hickman, in Kentucky, in the direc- 
tion of St. Louis, in Missouri; that, under the authority afore- 
said, said company is now operating a railroad from Chatta- 
nooga, via Nashville, to Hickman, its principal office being at 
Nashville; that the |>ersons named as directors in said peti- 
tion constitute the president and directors of said company; 
that, in pursuance of the provisions of sec. 34 of said act of 
December 11, 1845, the said president and directors unani- 
mously petition that the charter of said company may be 
amended in the manner mentioned in the petition filed in this 
court. It also appeared that no person has appeared to show 
cause why the prayer of said petition should not be granted. 

The court being satisfied that the prayer of said petition is 
legitimate and proper, and deeming the same necessary, and 
not inconsistent with the statutory provisions upon the subject 
nor the general laws of the state, nor hurtful to the public 
good, doth order, adjudge, and decree, in pursuance of the 
powers vested in courts of chancery by virtue of paragraph 23, 
sec. 15, of the acts of the general assembly of Tennessee, ch. 
54, approval January 30, 1871, entitled "An act to authorize 
the chancery courts of this state to grant letters of corporation;" 
that the act of the general assembly aforesaid, incorporating 
the Nashville & Chattanooga Railroad Company, passed Decem- 
ber 11, 1845, be altered, amended, and changed so that said 
company and body corporate shall be known and designated by 
the name and style of "The Nashville, Chattanooga & St. 
Louis Railway," instead of the "Nashville & Chattanooga 
Railroad Company," according to the prayer of the petition 
filed in this cause. It is further ordered that the Nashville & 
Chattanooga Railroad Company pay the costs of this proceed- 
ing, for which execution may issue, and, upon the payment of 
the same, the clerk and master will issue a certified copy of this 
decree for registration. (Registered May 31, 1873, in minute 
book "X," p. 220-222, in chancery court at Nashville, Tenn.) 

1. This decree, changing the name of the corporation to the Nash- 
ville, Chattanooga & St. Louis Railway, was clearly within the power of 



28 DECREES AND ACTS OF TENNESSEE RELATING TO 

the chancery court at that time, and the decree is valid. 3 Bax., 98; 1 
Tenn. Chy. Rep., 83, 95, 97. See, also, 12 Lea, 97, 103; 11 Lea, 3; 9 Lea, 
380; 1 Lea, 462. 

2. For decree of chancery court, amending the charter in other re- 
spects, see further on in this chapter. 

ACTS OF TENNESSEE AMENDING CHARTER. 

1. Charter amended, allowing stockholders one vote for each 

share of stock. 

SECTION 4. Be it further enacted, That the charter of the East 
Tennessee & Virginia Railroad Company, and of all other rail- 
roads in the state, be so amended that hereafter, in all elections 
held by any of said companies, every stockholder shall be enti- 
tled to one vote for each share of stock owned by him, pro- 
vided it shall not interfere with the vested rights of said com- 
panies. 

SEC. 5. That this act shall take effect from and after its 
passage. (Acts Tenn., 1868-9, ch. 2, sec. 4, p. 83.) 

1. This amendment was accepted by the company September 20, 1875, 
and now in all elections each share is entitled to one vote. See discus- 
sion of rig-ht, method, and scale of voting, herein. Refer to index. 

2. Previous to this time the chancery court at Nashville had amended 
the charter of the company so as to allow "the owner of one or more 
shares, up to and including four, one vote; the owner of a greater num- 
ber of shares than four, one vote for each four shares over and above 
four.'' Entered May 13, 1872, minute book " V," p. 174. 

2. Charter amended, stockholders at any meeting may fix 

time and pla'ce of next meeting. 

SECTION IV. Be it further enacted, That the charter of the 
Nashville & Chattanooga Railroad Company be so amended that 
the stockholders may at any meeting fix on the day and place 
or places where the subsequent meetings of stockholders and 
election of directors shall be held. 

SEC. V. Be it further enacted, That this act shall take effect 
from and after its passage. (Acts Tenn., 1857-8, ch. 8, sec. 4; 
passed November 11, 1857.) 

3. Charter amended, directors to make by-laws and appoint 

judges and clerks of future elections, dividends on stock. 
how paid. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the board of commissioners of the Nashville 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 29 

& Chattanooga Railroad is hereby authorised and E j ect | 0n0 f 
empowered to appoint three judges and two clerks, dlrecwrs - 
for the purpose of holding an election for h'fteen directors of 
said company on January 24, 1848,* and upon the certificate 
of said judges the said directors shall be authorized TO make by- 
to qualify as directors, and to make all rules, regu- etc. 
lations, and by-laws necessary for the government of said com- 
pany and management of its affairs not inconsistent with the 
general laws of the land. 

* Up to this time there was no board of directors; hence there could 
be no unanimous petition of the president and directors, and no unani- 
mous acceptance and adoption, as prescribed in section 34 of the charter, 
and this mode was adopted in lieu of the one therein prescribed for the 
ascertaining of the consent of the corporation to an amendment of its 
charter. 

At the first meeting of the stockholders, as provided in this act, the 
following resolution was unanimously adopted: "Resolved (a majority 
of the stockholders now agreeing thereto), That the assent of the com- 
pany is hereby given to the amendments proposed in their original char- 
ter by an act of the general assembly of the state of Tennessee, passed 
January 21, 1848, entitled 'An act to amend the charter of the Nashville 
i Chattanooga Railroad Company/" 

It will be observed that the first section of this act so amends the 
ninth section of the original charter as to confer upon the directors the 
power to make ''all rules, regulations, and by-laws, "etc., instead of the 
stockholders at their first meeting, as provided in said ninth section. 

SEC. 2. Be it enacted, That the board of directors of said 
company shall have power to appoint three judges Board to ap- 

, point judges 

and two clerks, from year to year, for the purpose and clerks, 
of holding elections for directors. 

SEC. 3. Be it enacted, That the charter of said company be 
further so amended that the said company be re- paid stock to 
quired to estimate and pay semiannually, to the sev- terest. how. 
eral holders thereof, a sum equal to six per cent, per annum on 
the capital stock of said company actually paid in, to be charged 
to the cost of construction; Provided, A majority of the stock- 
holders at their first regular meeting agree thereto. (Acts Tenn. , 
1847-8, ch. 70, passed January 21, 1848.) 

4. Charter amended allowing city of Charleston and the 
Georgia Railroad & Banking Co. to have representation 
in board of directors. 

SECTION 1. Be it enacted by t/te General Axxetnbly of the 
State of Tennessee, That the charter of the Nashville & Chatta- 



30 DECREES AND ACTS OF TENNESSEE RELATING TO 

nooga Railroad Company is hereby so amended that it may be 
lawful for the city of Charleston, in South Carolina, to appoint 
two of her citizens to represent her stock in said company as 
directors of the board of said company, with all the powers 
and privileges which belong to the other directors; and, in like 
manner, the Georgia Railroad & Banking Company shall have 
the right to appoint one director to represent its stock; Pro- 
vided, That eight of the directors shall hereafter, as heretofore, 
constitute a quorum for the transaction of business. (Acts 
Tenn., 1849-50, ch. 266, p. 530.) 

The city of Charleston subscribed for 500,000 of the stock in this 
company, as per its ordinance passed April 11, 1848, and the Georgia 
Railroad & Banking Company subscribed for $250,000, as per resolution 
of that company also passed April 11, 1848, the conditions of each sub- 
scription being, among other things, that they should be allowed repre- 
sentation in the board; hence the above act. 

5. Charter amended, may lease Winchester & Alabama Rail- 
road, and any other railroad connecting with Nashville 
& Chattanooga Railroad Company, how. 

SECTION 1 . Re it enacted by the General Assembly of the State 
of Tennessee, That the Nashville & Chattanooga Railroad Com- 
pany are hereby authorized and empowered to lease the Win- 
chester & Alabama Railroad, and the branch to Fayetteville, 
or any other railroad connecting with said Nashville & Chatta- 
nooga Railroad, for such time and upon such terms and condi- 
tions as may be agreed upon between the president and direct- 
ors of the said Nashville & Chattanooga Railroad Company and 
the president and directors of the railroad company contracted 
with. 

SEC. 2. Be it further enacted, That the companies of all lat- 
Extended to era ^ s an ^ main line railroad companies shall be en- 
other roads. tit i e( j to the benefits of this act, and shall have the 
benefits and privileges and powers conferred on the said com- 
panies mentioned in the first section of this act. 

SEC. 3. Be it further enacted, That all railroad companies 
availing themselves of the provisions of this act, as well as the 
companies specified in the first section, shall, in the hands of 
the lessees, be liable to all liens in favor of the state, and to all 
liabilities imposed by their charters or the general law of the 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 31 

land, in the same manner that the company or companies to 
leasing would have been had no lease been made; I*roi*idtd, 
That the payment of the sinking fund provided for by existing 
laws shall l>e secured by the company so leasing said road. 
(ActeTenn., 1857-8, ch. 8; passed November 11, 1857.) 

Since the passage of this act there have been enacted ample general 
laws for leasing of railroads. See Leutse, herein. Refer to index. 
This act, however, is still in force. The general laws furnish 
methods. 



6. Nashville & Chattanooga Railroad allowed to subscribe for 
stock in Chattanooga, Harrison, Georgetown & Charles- 
ton Railroad Company. 

Be it enacted, That the Nashville & Chattanooga Railroad 
Company, the East Tennessee & Georgia Railroad Company, 
and the Memphis & Charleston Railroad Company, shall each 
be authorized to subscribe for stock in the Chattanooga, Har- 
rison, Georgetown & Charleston Railroad Company, provided 
the stockholders of the company proposing to make a subscrip- 
tion agree thereto. (Acts Tenn., 1853-4, ch. 319, sec. 20; 
passed February 24, 1854.) 

ACTS OF TENNESSEE RELATING TO NASH- 

VILLE & CHATTANOOGA RAILROAD 

COMPANY. 

1. Bridge over Tennessee river allowed to be constructed by 
Tennessee legislature, how. 

SECTION 2. Be it further enacted, That whereas a consid- 
erable portion of the bridge authorized by the act entitled "An 
act to amend the charter of the Nashville & Chattanooga Rail- 
road Company," passed January 19, 1850, has been recently 
destroyed by tire; and, whereas, the said railroad company, in 
erecting their bridge, constructed a drawbridge, which remains 
in the portion not consumed by the recent burning, that the 
aforesaid act be so amended that the said Nashville & Chatta- 
nooga Railroad Company shall not be required to build any 
part of their bridge thirty feet or at any other particular eleva- 
tion above extreme high-water mark, provided they keep and 
maintain a g<x>d draw or revolving bridge, opening to a width 



32 DECREES AND ACTS OF TENNESSEE RELATING TO 

sufficient to allow the free passage of steamboats and other 
water crafts, and so as, when open, to leave a clear space be- 
tween the piers at the draw at least sixty feet. (Acts Tenn., 
1855-6, ch. 239, sec. 2, p. 487; passed January 3, 1856.) 

The old bridge that was burned was required to be at least thirty 
feet above extreme high-water mark between the two piers next to the 
western bank, or an3' two piers the company might deem best, the dis- 
tance, however, between the two so selected to be at least one hundred 
and sixty feet. (Acts Tenn., 1849-50, ch. 266, sec. 2.) 

Alabama acts. The legislature of Alabama, by Acts 1849-50, No. 
123, sec. 2, passed a similar act to that of Tennessee of 1849-50, ch. 
266, sec. 2, as set out above, and subsequently passed an act identical 
with that of Tennessee of 1855-6, ch. 239, p. 487, also above set out. See 
Acts Ala., 1855-6, p. 11. in this chapter. 

After the bridge had been built and the draw put in, under the Acts 
of 1855-6, p. 11, of Alabama, and Acts of 1855-6, ch. 239, p. 487, of Ten- 
nessee, the legislature of Alabama, by Acts 1888-9, p. 443, again required 
the bridge to be at least thirty feet above extreme high water, etc. This 
part of the act, however, is void as against the company's vested rights. 
It is further inoperative, as congress, under Acts 1888 and 1890. has now 
taken charge of bridges over navigable streams. See discussion of this 
in notes to sec. 22 of Nashville & Chattanooga Railroad charter. 

2. Nashville & Chattanooga Railroad Company allowed to con- 
tract with Memphis & Charleston Railroad for use of 
road between Stevenson and Chattanooga, how; state aid. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the Memphis & Charleston Railroad Com- 
pany and Nashville & Chattanooga.Railroad Company 

Joint use of J J 

steve/soTto ma y' ^ v agreement, contract for the joint use or 
Chattanooga, ownership of that part of the Nashville & Chatta- 
nooga Railroad extending from Stevenson to Chattanooga, on 
such terms as said companies may mutually agree upon. 

SEC. 2. The contract, if made, shall be submitted to the gov- 
ernor and road commissioner of the state, and, if approved by 
Contract to them, then, in order to provide for the extension in 
by governor, making necessary additional tracks and otherwise 
preparing the road to accommodate fully the trains and busi- 
ness of both companies, and to enable the Memphis & Charles- 
ton Company to comply with the contract of consolidation, the 
said Memphis & Charleston Railroad Company shall be entitled 
to receive from the governor such state bonds as are issued 
Bondsforim- under the internal improvement laws of the state, to 
prov n ic , an amoun {. e q Ua i ^0 one-half of the amount heretofore 



N \-ll\ll.I.K. CHATTANOOGA A ST. LOUIS RAILWAY. 33 

jiven by law to said company, to enable them to make an in- 
< Impendent extension of their road to Chattanooga, and, in lieu 
of ->aid former grant of state aid, the amount to be ascertained 
by report of the road commissioner to the governor. 

SEC. 3. For the payment of such bonds and the interest 
thereon, the said Memphis & Charleston Railroad Company 
shall be liable, and their entire road and appurtenances be 
lx>und, to the state in the same manner as for state 
bonds heretofore issued to said company; Provided, 
That section 5 of an act passed February 21, 1856, ch. 120, 
shall apply in full force to said Memphis & Charleston Rail- 
road Company. 

SEC. 4. The bonds of the state shall not issue to said com- 
pany until it shall have expended twenty thousand Nottoissue 
dollars in the improvement of said Nashville & Chat- tin when - 
tanooga Railroad from Stevenson to Chattanooga, this fact to 
l>e ascertained by report of the commissioner of roads and con- 
firmed by the governor, and the balance of the bonds to be 
issued shall not be issued to a greater amount than the amount 
of work actually done by said company at the time of applica- 
tion, according to the true intent and meaning of the foregoing 
provisions. (Acts Tenn., 1857-8, ch. 150; passed March 19, 

1858.) 

Trains of one road running over connecting line and under exclusive 
control of its own servants, is liable for all damages occurring through 
negligence. Kut if servants of both companies jointly control the train, 
both companies are liable. 6 Heis. (Tenn.), 347. 

3. Shelbyville branch and other branches to have rights and 
privileges of Nashville & Chattanooga Railroad Company. 

SEC. 3. Be it enacted, That the Shelbyville branch, and such 
other branches of the Nashville & Chattanooga road as may be 
made, shall have all the rights and privileges, and shall be 
placed in all respects on the same footing with the Nashville & 
Chattanooga road; Provided, That nothing in this act shall be 
so construed as to diminish the liability of the stockholders of 
the company in any way. (Acts Tenn., 1849-50, ch. 266, 
sec. 3; passed January 19, 1850.) 

This is a very important act. It does not expressly confer the power 
on the railway company to build brunches in the future, but it at least 
3 



34 DECREES AND ACTS OF TENNESSEE RELATING TO 

clothes the branches that it acquires the right to build, with all the 
rights and privileges of the main stem. 

4. Watchman at Church street crossing in Nashville required. 

SEC. 5. Be it further enacted, That it shall be made the duty 
of the president and directors of the Nashville & Chattanooga 
Railroad Company to keep at the crossing at the depot in the 
city of Nashville a man employed to notify travelers or persons 
passing on the Richland turnpike of the approach and departure 
of the cars, and that said cars shall not blow their whistle in 
coming into or going out of said depot; that it shall be a mis- 
demeanor in the superintendent at said depot to violate this act, 
and punished as other cases of misdemeanor; that any person 
or persons may sue for and recover the sum of one hundred 
dollars from the president and directors of said road for a vio- 
lation of this act. (Acts Tenn., 1857-8, ch. 130, passed 
March 15, 1858.) 

This act was not made as, nor accepted by the company as an amend- 
ment to its charter. It was simply a police regulation, and as such has 
doubtless long since been repealed by implication. 

5. Nashville & Chattanooga Railroad Company authorized to 

lease Nashville & Northwestern Railroad, terms and 
conditions. 

AVHEREAS, At a meeting of the directors of the Nashville & 

Northwestern Railroad Company, held in the city of 

Nashville on the twenty-seventh day of October, 

1869, E. \V. Cole, president of the Nashville & Chattanooga 

Railroad Company, submitted a written proposition, on the 

part of said Nashville & Chattanooga Railroad Company, for a 

lease to said company of the Nashville & Northwestern Railroad, 

for a term of six years, which proposition was in the words 

and figures following: 

The Nashville & Chattanooga Railroad Company propose to 

Proposition lease the Nashville & Northwestern Railroad, for a 
or agreement . . , ,, , 

of lease. period of six years, upon the following terms and 

conditions: 

It will expend upon the roadbed, superstructures, bridges, 
and trestles, and in the repair and purchase of rolling 
stock, within the next six months, the sum of $100,- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 35 

000, and as speedily as possible put the road in as good condi- 
tion as other connecting roads, and supply it with rolling stock 
sufficient to meet the requirements of the business of the road 
in freights and passengers, and of the same quality and char- 
acter as similar rolling stock of the Nashville & Chattanooga 
road, and continue to keep the road in good condition, and the 
rolling stock in like good order and condition, for and during 
the full term of the lease, and the same is fully ended, and to 
return the road and rolling stock in like order and condition at 
the expiration of the lease; all repairs, improvements, and 
additions to )>e made at the usual reasonable and customary 
prices for the time being. 

The present rolling stock, materials, and personalty of the 
Nashville & Northwestern Railroad Company on hand, and to 
be valued by three persons, one to be selected by 
each of the contracting parties, and they to select a 
third, and taken by the Nashville & Chattanooga road at the 
valuation, and returned in kind at the end of the lease upon 
like valuation. 

The road shall continue, during the lease, to be operated on 

its present line, and upon everv part of it. without 
.,..... . ' Line of road, 

discrimination against any part, unless with the con- 
sent of the board of directors of the Nashville & Northwestern 
Railroad Company, and the lessee shall so operate as to foster 
:m<l encourage the local, as well as through, business; and such 
and so many trains for the accommodation of freight and pas- 
sengers shall be run as are usual and customary on roads of 
similar length and importance, and necessary to perform the 
business offered. 

The tariff of through freights and passengers are to l>e 
ratably divided between the roads in proportion to 
the length of the two roads to each other, or the 
distances carried on each, and the local earnings are to l>e cred- 
ited to the lessor. 

The lessee agrees to make no charge for use of tools, rent of 

shops, or yard room, or pay of yardmen, at Nash- 

... , . .. ' Tools, etc. 

ville, during the continuance of this lease. 



36 DECREES AND ACTS OF TENNESSEE RELATING TO 

One-third of the salaries of the president, superintendent, 
secretary and treasurer, freight and passenger agents, and en- 
officer ai- o' neer ^ the Nashville & Chattanooga Railroad Com- 
aries. etc. pany shall be paid out of the earnings of the Nash- 
ville & Northwestern Railroad, and the share of the lessor of 
these salaries shall not exceed the following sums: President, 
$3,000 per annum; superintendent, $2,000; secretary and 
treasurer, $2,000; general freight agent, $500; general pas- 
senger agent, $500; engineer, $1,000. There shall also be paid 
out of the earnings of the road the salary of an agent, to be 
appointed by the board of directors of the Nashville & North- 
western Railroad Company, as hereinafter provided, to super- 
intend the interests of said company under this lease, which 

salary is fixed at $ . No other agent or officers shall be 

employed, except such as are necessary to operating the road, 
and devote their whole time and attention to the business of the 
road, and as are usual in such cases, who shall be paid out of 
the earnings of the road the same compensation which is al- 
lowed similar agents and officers of the Nashville & Chattanooga 
Railroad Company for similar services. The board of directors 
of the Nashville & Northwestern Railroad Company may elect 

an aent, to hold his office during the pleasure of the 
Agent of 

Northwestern b ai 'd> ^ represent said company and protect its 
Railroad. interests during the lease, whose duty it shall be to 
give a general supervision to all the business of the road, and 
all transactions under this lease, with the right to have free ac- 

7 O 

cess at all times to the rolling stock, property, and effects used 
in running the road, with a view to ascertaining its condition, 
and whether any or what repairs are required, and to the books 
of the business of the two roads, so far as they relate to or have 
any connection with the business or operations under this lease. 
He shall be consulted as to all expenses, ordinary or extra- 
ordinary, but without' having the right to prevent them, if 
deemed necessary by the lessee. If, however, the 
agent shall dissent, the matter shall be suspended 
until the contracting parties have come to some agreement or 
the matter arbitrated as hereinafter provided. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 37 

The agent shall make a report to the board of the lessor at 
least once in every three months, or of tener, if neces- 

Reports. 
sary or required. 

All matters of difference arising under this lease, either as 
to the operation of the road, the expense incurred, or other- 
wise, which cannot be amicably adjusted by committees of the 

two boards, shall be submitted at once to the arbit- 

, ,, -ii/i! Arbitration, 

rament and award of three railroad officers or engi- 
neers, one to be selected by each of the parties and one by 
these two, whose decision shall be final and binding on the con- 
tracting parties. 

All depot houses, sidings, buildings, and appurtenances of 
the road shall be returned with the roadbed and roll- Explration 
ing stock, in good order and condition, at the expira- of lets *' 
tion of the lease. 

Regular and exact accounts shall be kept by the lessee of 
all the earnings and expenditures in operating the 
road, to which the agent al>ove provided for shall 
have full access; and monthly reports and settlements shall be 
made between the parties. 

The lessee is to have control of the road and of its operations 
under the lease, and to receive all the earnings of ite 
business, and shall l>e entitled, out of these earnings, 
to pay the salaries as hereinbefore provided, and all the ex- 
penses of running said road, and to reimburse itself the money 
advanced to put the road in good condition, and to furnish roll- 
ing stock as herein stipulated, with interest. 

Any surplus of earnings after these disbursements shall be 
paid to the State of Tennessee monthly, at the expira- Surplus 
tion of each and every month during the time of the ""'"i 8 - 
lease, to be credited to the interest due, or to become due, to 
the state upon the lx)nds issued to the lessor, and which are a 
lien by statute upon said road. If the surplus earnings should, 
during the term of lease, pay off the arrears of interest due the 
state, and exceed the interest which may thereafter fall due 
semiannual!}', such excess shall be paid to the lessor or its order. 

It is further agreed that no agent or officer of either road 



38 DECREES AND ACTS OF TENNESSEE RELATING TO 

shall be allowed to engage in any speculation or business con- 
nected, or have anything to do, with the transportation or other 
business of the road. 

[SIGNED.] E. W. COLE, 

Pres. of the N. & C. R. R. Co. 

AND, WHEREAS, The board of directors of said Nashville & 
Northwestern Railroad Company, at their meeting aforesaid, 
Preamble. having duly considered said proposition, recommend 
its acceptance to the stockholders of said company; and, 

WHEREAS, At a meeting of said stockholders, duly and legally 
called and held at the city of Nashville, on the twenty-eighth 
day of October, 1869, a majority of them voted in favor of 
accepting the. proposition for said lease as above set forth; and, 

WHEREAS, Said Nashville & Northwestern Road is at present 
in the hands of the state authorities, whereby the assent of the 
Same. State of Tennessee is made necessary to the consum- 

mation of said contract and to the validity of said lease; and, 

WHEREAS, In the opinion of this general assembly, it is 
manifestly to the interest of the state as well as of said railroad 
companies and the public that said proposition should be ac- 
cepted and said lease approved, ratified, and made obligatory 
on all the parties thereto; therefore, 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennessee, That the above proposition be, and the same 
Proposition * s nere by, accepted, and said Nashville & Chatta- 
accepted. nooga Railroad Company is hereby authorized to 
take possession of and control of said Nashville & Northwestern 
Railroad, and the property thereof, according to the terms and 
conditions of the proposition hereinafter set forth; Provided, 
That the present president and directors of the Nashville & 
Chattanooga Railroad Company, and their successors in office, 
before entering upon the discharge of their duties under the 
foregoing lease, and before taking possession of said North- 
western Railroad, shall first enter into bond, with two 
or more sufficient securities, in the penal sum of one 
hundred thousand dollars, payable to the State of Tennessee, 
for the faithful performance of the terms and stipulations of 



NASHVILLE, CHATTANOOGA <fc ST. LOUIS RAILWAY. ''. 

said lease in each and every particular, and for a prompt and 
faithful compliance with the terms, provisions, and restrictions 
hereinafter provided by law, which bond shall IMJ approved by 
the governor, comptroller, and treasurer of the state, and Hied 
in the office of the comptroller. 

SEC. 2. That the agent provided for in said lease shall be 
chosen by the board of directors of said Nashville & A t how 
Northwestern Railroad Company, with the concur- ch s* B ' etc - 
rence of the governor of the state, whose duty it shall be to re- 
port to the governor as often as he is required by said lease to 
report to the Nashville & Northwestern Railroad Company, 
and he shall be regarded as joint agent for said company and 
the state, and his salary, which shall be one hundred and fifty 
dollars per month, shall be paid out of the earnings of said 
Nashville & Northwestern Railroad. 

SEC. 3. That nothing herein contained shall be so construed 
as to take the Nashville & Northwestern Railroad Notrelease( j 
out of the provisions of any law or laws that may )>e from Uws - 
passed by the general assembly of the state; but the said North- 
western Railroad shall be subject to the provisions of such law 
or laws which may be passed as aforesaid, as though this act 
had never been passed. 

SEC. 4. That the foregoing lease is ratified, subject to the 
provisions of this act, with the express reservation 
to the state of the right to terminate the same at any 
time without notice, by the act of the general assembly of the 
state; Provided, That should the state, or a purchaser from 
the state of said Nashville & Northwestern Railroad, demand 
possession of said road before the Nashville & Chattanooga 
Road has been reimbursed of all necessary and proper exj>endi- 
tures in operating said Northwestern Railroad from 
the earnings of said road, such excess of exj>enditures 
over earnings shall be paid by the state or said purchaser to 
the Nashville & Chattanooga Railroad Company. 

SEC. 5. That this act shall take effect from and after its pas- 
sage. (Acts 1869-70, ch. 21; passed December 9, 1869.) 



40 DECREES AND ACTS OF TENNESSEE RELATING TO 

6. Alabama & Chattanooga Railroad Company allowed to 

cross tracks of Nashville & Chattanooga Railroad Com- 
pany near Lookout Mountain, provided it keeps in repair 
switches, fixtures, etc., at crossings. 

SEC. II. Be it further enacted, That D. N. Stanton, pres- 
Ma survey ident, an ^ J- T. Burn, J. C. Stanton, Lewis Rice, 
route, etc. John Dermit, J. P. Roberson, Seth Adams, S. A. 
Carlton, Wm. Claflin, Robert T. Paine, Jr., W. P. Rathburn, 
and R. M. Patton, directors of said railroad company, or their 
successors in office, or a majority of them, or their chief en- 
gineer, whose action shall be approved by the president and a 
majority of the then directors of said company, are hereby 
authorized and empowered to survey, lay off, locate, extend, 
build, and construct their said railroad, commencing at or near 
Wauhatchie station, on the Nashville & Chattanooga Railroad, 
in Hamilton county, Tennessee, by the nearest practicable route 
to such point within the corporate limits of the city of Chat- 
tanooga, Tenn., as they may deem most advantageous for 
making connections with other roads now in operation, or that 
may hereafter terminate at that point; and for this purpose 
may locate their said road so as to cross the track of the Nash- 
ville & Chattanooga Railroad Company west of Lookout Moun- 
tain, and recross the track of said Nashville & Chattanooga 
Railroad east of said Lookout Mountain; Provided, 
however, That the Alabama & Chattanooga Railroad 
Company shall, at its own expense, build, erect, and keep in 
repair all necessary switches and fixtures at said crossings, and 
shall not unnecessarily hinder or delay the passage of trains 
upon said Nashville & Chattanooga Railroad. (Acts Tenn., 
1869-70, ch. 53, sec. 2.) 

The Alabama Great Southern Railroad was organized November 30, 
1877, and acquired the property of the Alabama & Chattanooga Railroad, 
sold under foreclosure January 22, 1877. 

7. Nashville, Murfreesboro, Shelbyville, and Winchester au- 

thorized to raise money or issue bonds to pay for stock 
in Nashville & Chattanooga Railroad Company. 

WHEREAS, The town of Nashville, by its board of mayor and 
aldermen, has authorized the mayor of said town to subscribe 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 41 

for 20,000 shares of the capital stock of the Nashville & Chat- 
tanooga Railroad, which subscription has not, however, yet in 
fact been made; and, 

WHEREAS, It is necessary that further power should be ex- 
tended to the corjxn'ate authorities of said town, to Pretmbie. 
enable them to pay the calls upon said stock; therefore, 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennwwe, That the town of Nashville IK?, and is hereby, 
authorized, through its mayor and aldermen, and by the sub- 
scription of its mayor on the books of the Nashville Nashville 
& Chattanooga Railroad Company, to subscril>e for ock subscrlt 
twenty thousand shares of the capital stock of said company. 

SEC. 2. Be it enacted, That the mayor and aldermen of 
Nashville be, and are hereby, authorized to raise money on loan, 
by pledging the faith of the corporation, by pledg- M borrow 
ing a portion of its taxes, by mortgage, or other- raonc y- 
wise, as to them may soem best, to an amount not exceeding 
what may be demanded for the calls upon the stock aforesaid, 
and said loan may be created for such length of time, and pay- 
able in such manner, as to the said mayor and aldermen may 
be deemed best. 

SEC. 3. Be it enacted, That the said mayor and aldermen be, 
and they are hereby, authorized, if to them it shall seem best, 
instead of making a loan as aforesaid for the whole M is$ue 
amount of said calls, or any part thereof, to issue bon<ls - 
the bonds of the said corporation, under its corporate seal, to 
be signed by its mayor and countersigned by its recorder, for 
the whole or any part of said calls which may be made from 
time to time by said railroad company on said stock. 

SEC. 4. Be it enacted, That the bonds so to l>e issued shall 
be in sums not less than five hundred dollars each; D^^I,,,, 
that they shall not bear a greater rate of interest of bonds - 
than six per centum per annum, and shall not be jwyable at a 
greater distance of time from their respective dates than thirty 
years. 

SEC. 5. Be it enacted, That a like privilege of subscription, 
and a like power to issue bonds and to raise money on loan, be 



42 DECREES AND ACTS OF TENNESSEE RELATING TO 

Murfreesboro. extended to the following incorporated towns, to wit: 
Winchester. Murfreesboro, Shelby ville, and Winchester; Pro- 
vided, That the mayor and aldermen of the towns of Murfrees- 
boro, Shelbyville, and Winchester may issue bonds for their 
stock, or, in negotiating loans under this act, of a denomination 
as low as one hundred dollars. (Acts Tenn., 1847-8, ch. 
26; passed December 9, 1847.) 

Shelbyville subscription. The town of Shelbyville never subscribed 
for a share of stock in this company. It is true that, on December 8, 
1848, the board of mayor and aldermen did make a subscription for the 
town of 50.000 of the stock, but, on December 30, 1848, this ordinance 
was repealed, and nothing- more was ever done. Nor did the town sub- 
scribe in building the branch to Shelbyville. 

Nashville subscription. The proposition to subscribe or not was 
submitted to the people of Nashville, July 3, 1847, and resulted in a vote 
of three to one in favor of subscribing- $500.000, upon condition that the 
calls be paid in the bonds of the city not having longer time to run than 
thirty years. This was done. See city ordinances passed July 9, 1847, 
and December 23, 1847. 

Murfreesboro subscription. The city of Murfreesboro subscribed 
for $30,000 of the stock. 

Winchester subscription. The town of Winchester never subscribed. 

8. Charter, sec. 33, construed by act; authority also given in 
this instance to borrow money and mortgage road. 

WHEREAS, The charter of the Nashville & Chattanooga Rail- 
road Company, passed on December 11, 1845, by its thirty- 
Additional third section provides that the said company shall 
powers. possess such additional powers as may be convenient 
for the due and successful execution of the powers granted in 
said charter; and, 

WHEREAS, The power to borrow money upon such terms as 
Borrow ma y ^ e P reser ibed by the stockholders at a general 
money. meeting, to be expended for the more thoroughly 

equipping said road, repairing the roadbed, and for such other 
purposes as may be deemed expedient by said stockholders, in- 
cluded in the powers granted by said thirty-third section; and, 

WHEREAS, It is intended by the following act merely to con- 
Construction strue the powers as granted by said charter, and 
of power. no j. ^ en ] ar g e or modify the same; therefore, 

SECTION 1. J3e it enacted by the General Assembly of the 
State of Tennessee, That the Nashville & Chattanooga Railroad 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 43 

Company l>e, and it is hereby, jxjrmitte<l to lx>rrow Permitted to 
a sum not exceeding three millions of dollars, and $3.000.000. 
in order to secure the payment of the same, the said company 
is authorized to make and issue its lx>nds in sums of one thou- 
sand dollars each for the sum aforesaid, payable in not less than 
five nor more than twenty years from date, in gold or silver 
coin, with coupons attached for the payment of interest semi- 
annually, at a rate of interest to be agreed ii|x>n, Rgte of 
not exceeding the legal rate of interest at the place tnterest - 
where payable. 

SEC. 2. That in order more perfectly to secure the payment 
of the principal and interest of the bonds to be 
issued as aforesaid, the said company is hereby 
permitted to execute a second mortgage on its charter, road, 
works, rolling stock, and depots, with all the stip- 

Mortg.ge. 

ulations and conditions necessary to accomplish the 
intent and meaning of this act, and the manner in which said 
bonds and mortgage shall be made and executed shall 1x3 pre- 
scribed by the board of directors of said company; that noth- 
ing herein contained shall be construed as to interfere with 
prior liens, especially the lien of the state; and that 
this act shall take effect from and after its passage, 
the public welfare requiring it. (Acts Tenn., 1870, ch. 14; 
approved June 13, 1870.) 

It is not the province of the legislature to expound the meaning- of 
previously existing laws. They can say what the law shall l>e, but are 
not authorized to say what it is. 2 Hum. (Tenn.), 304: 1 Itax. (Tenn.), 319. 

The above act does not make the rig-ht to mortgage a part of the char- 
ter of the company, but was enacted for this occasion only. 

9. State aid to Nashville & Chattanooga Railroad Company. 

Many acts of the legislature of the State of Tennessee were 
passed authorizing state aid to be granted to the Nashville & 
Chattanooga Railroad Company for the purpose of building 
and equipping its road. The state aid was given by having the 
governor to indorse the bonds of the road on lx?half of the 
state. These acts are quite lengthy, and are so seldom required 
that for the purpose of economy it is deemed not advisable to 
insert them in full in this compilation, but simply to refer to 



44 DECREES AND ACTS OF TENNESSEE RELATING TO 

the act and page where they can be found, if desired. Below 
will be found all acts relating to this subject, set out in the 
order of their passage: 

Acts 1847-8, ch. 169, p. 272, governor authorized to indorse 
and guarantee bonds of the Nashville & Chattanooga Railroad 
Company to any amount not exceeding the sum of $500,000. 
For terms and conditions, see act. 

Acts 1851-2, ch. 151, sec. 18, bonds authorized to be issued 
to, when twenty-five miles of road completed in addition to 
eighty miles specified in Acts 1847-8, ch. 169, sec. 2, to the 
amount of $175,000, and so on for each section of twenty-five 
miles. For conditions, see act itself. 

Acts 1853-4, ch. 131, sec. 6, governor authorized to indorse 
and guarantee bonds of Nashville & Chattanooga Railroad 
Company to amount not exceeding $650,000. For conditions, 
see act. 

Acts 1855-6, ch. 120, governor authorized to indorse and 
guarantee $150,000 of the bonds of the Nashville & Chatta- 
nooga Railroad Company. 

Acts 1855-6, ch. 120, governor authorized to indorse 
and guarantee bonds to the amount of $150,000 to the Nash- 
ville & Chattanooga Railroad Company to complete branch to 
the East Tennessee & Georgia Railroad. 

Acts 1855-6, ch. 35, governor authorized to indorse 
and guarantee bonds of the Nashville & Chattanooga Railroad 
Company to the amount of $95,000. For terms and conditions, 
see act. 

Acts 1859-60, ch. 7, state aid to the extent of a sum 
not exceeding $150,000 transferred from the Memphis & 
Charleston Railroad Company to the Nashville & Chattanooga 
Railroad Company, to be applied exclusively to that part of the 
road, etc., between Stevenson and Chattanooga. For con- 
ditions, see act itself. 

Acts 1865-6, ch. 14, p. 23, governor authorized to issue 
bonds to the amount of $125,000 to the Nashville & Chat- 
tanooga Railroad Company for the completion of the branch 
road from Bridgeport, Ala., to Jasper, Tenn. 



N \>ll\ II.I.E. CHATTANOOGA A ST. LOUIS RAILWAY. 45 

10. Internal improvement acts. 

The legislature of the State of Tennessee has passed many 
acts under the terms of which the various railways in the state 
could secure state aid for the purpose of building ami equipping 
their roads. These acts are very numerous and lengthy, and 
it is a rare exception when they are now needed. For these 
ira>ons it is deemed advisable not to insert them in full in this 
compilation, but simply to give the acts and pages where they 
can l>e found should occasion ever require. 

Immediately following will be found all the acts in relation 
thereto, set out in the order of their passage: Acts 1851-2, 
ch. 151, passed February 11, 1852; Acts 1851-2, ch. 285, 
passed February 28, 1853; Acts 1853-4, ch. 131, passed Feb- 
ruary 8, 1854; Acts 1853-4, ch. 132, passed December 16, 
1853; Acts 1853-4, ch. 225, passed February 17, 1854; Acts 
1855-6, ch. 82, p. 92, passed January 19, 1856; Acts 1855-6, 
ch. 228, passed January 30, 1856; Acts 1857-8, ch. 20, passed 
January 9, 1858; Acts 1859-60, ch. 74; Acts 1865-6, ch. 14, 
p. 33, passed January 18, 1866; Acts 1865-6, ch. 31, passed 
February 27, 1866; Acts 1865-6, ch. 9, passed February 23, 
1865; Acts 1865-6, ch. 24, passed January 18, 1866; Acts 
1865-6, ch. 95, passed January 26, 1866; Acts 1866-7, ch. 2, 
passed November 19, 1866; Acts 1866-7, ch. 22, passed Feb- 
ruary, 18, 1867; Acts 1868-9, ch. 19, passed January 26, 1869. 

RESOLUTIONS OF TENNESSEE RELATING TO 

NASHVILLE & CHATTANOOGA 

RAILROAD COMPANY. 

1. Resolution of Tennessee asking Georgia for right of way 
for Nashville & Chattanooga Railroad Company. 

WHEREAS, The general assembly of the State of Tennessee 
has passed an act incorporating a company to construct a rail- 
road from Nashville to Chattanooga, designed to connect at the 
latter place with the great line of railroad extending to the 
Southern Atlantic coast; and, 

WHEREAS, From partial reconnoissances and surveys which 
have been made, the route l>elieved to IK? the most favorable for 
the road crosses the southern boundary line of the state, and 



46 RESOLUTIONS OF TENNESSEE RELATING TO 

for some distance passes through the territory of the State of 
Georgia; and, 

WHEREAS, The construction of the Nashville & Chattanooga 
Railroad in a great degree depends upon the early completion 
by Georgia of her state road to the Tennessee River, which 
would bring that work within the territory and jurisdiction of 
Tennessee, the right and privilege of doing which has been 
granted to Georgia by this state; and, 

WHEREAS, The accomplishment of both of these great works 
of internal improvement, believed to be alike beneficial to both 
states, may, in a great degree, depend upon the reciprocal legis- 
lation of the two states, by which the rights and privileges to 
be enjoyed and exercised by each within the jurisdiction of the 
other may be placed upon a just and permanent basis; therefore, 

Resolved by the General Assembly of the State of Tennessee, 
That the legislature of the State of Georgia be requested to 
grant to the Nashville & Chattanooga Railroad Company the 
privilege of surveying, locating, and constructing their road, 
and of establishing any necessary warehouses, depots, etc., 
thereon, from a point on the state line in Dade county, near the 
head of Running Water Creek, thence through the sai I county 
of Dade, by John B. Perkins, and down Lookout Valley, 
recrossing the state line in said valley, with such protection to 
the rights and property of the company, and under such re- 
strictions, as that legislature may deem expedient to prescribe. 

Resolved, That James A. Whiteside be appointed an agent 
to proceed to the Georgia legislature, now in session, to solicit 
the right of way hereinbefore indicated for the Nashville & 
Chattanooga Railroad, and confer with the authorities of that 
state upon the subject of the reciprocal legislation which should 
be adopted by the two states to make effectual the rights and 
privileges conferred by them respectively. (Acts Tenn., 
1847-8, Resolution No. 2; passed November 29, 1847.) 

2. Resolutions of Tennessee asking Alabama for the right of 
way for the Nashville & Chattanooga Railroad. 

WHEREAS, The general assembly of the State of Tennessee 
has passed an act incorporating a company to construct a rail- 



NASH VI 1. 1, K, CHATTANOOGA A ST. LOUIS RAILWAY. 47 

road from Nashville, in Davidson county, to Chattanooga, in 
Hamilton county; and, 

WHEREAS, From partial examination and reconnoissanees 
which have been made, several different routes are presented, sup- 
posed to afford facilities for the location of the road, one of which 
crosses the state line and for a short distance passes through 
the territory of the State of Alabama, and it l>eing desirable to 
locate and establish the road upon the route most suitable for 
its construction, which can only be ascertained by actual survey 
and estimates; therefore, 

Resolved by the General Assembly of tie State of Tennexxee, 
That the legislature of the State of Alabama be requested to 
grant to the Nashville & Chattanooga Railroad Company the 
privilege of surveying, and in case they find that route most 
eligible, for locating and building their road and any necessary 
warehouses, depots, water stations, etc., from a point on the 
state line, in Jackson county, at or near the place where Crow 
Creek crosses the same, thence down the valley of said creek 
towards liolivar, so far as to be able to turn the spur of Cum- 
berland mountain, and recross the state line between said 
mountain and Tennessee river, with such protection to the 
rights conferred and such restrictions as that legislature may 
deem expedient to impose. 

Rsfolwdj That the governor of this state be requested to 
transmit a copy of the foregoing preamble and resolutions to the 
executive of the State of Alabama, with the request that he 
will submit the same to the legislature of that state for consid- 
eration. (Acts Tenn., 1845-6, Resolution No. 5; adopted 
December 12, 1846.) 

3. Resolution allowing petition of W. C. Harding, D. H. Mc- 
Gavock, and Lucy McKelvey to be filed, asserting their 
rights for damages for land taken for right of way on 
Northwestern Division. 

WHEREAS, W. G. Harding, D. H. McCiavock, Mrs. Mc- 
Kelvey, and others have obtained decree in the supreme court 
of Tennessee, enjoining Nashville, Chattanooga & St. Ixwis 
Railroad from using or running trains over certain lands, occu- 



48 RESOLUTIONS OF TENNESSEE RELATING TO 

pied by the right of way of the Nashville & Northwestern 
Railroad, sold by the state in the case of the State v. The Edge- 
field & Kentucky Railroad Company, pending in the chancery 
court at Nashville, to said Nashville, Chattanooga & St. Louis 
Railway; and, 

WHEREAS, The basis of these decrees for injunction was that 
the lien of said parties for the purchase money of these lands 
was prior and superior to that of the state, in said land of said 
railroad companies, and that they not having been made parties 
to said suit, had no opportunity therein to have adjudicated 
their right therein to the purchase money paid into court for 
said Nashville & Northwestern Railroad, and, not being per- 
mitted to sue the state, were forced to pursue their remedy by 
injunction against the Nashville, Chattanooga & St. Louis Rail- 
way, as purchasers of said railroad; and, 

WHEREAS, It being the intention of the legislature, in pass- 
ing the various acts directing the bringing of said suit for the 
purpose of selling of said railroad and other delinquent rail- 
roads, that all parties having legal claims against any of the 
said railroads should be made parties thereto, and have their 
rights therein adjudicated; now r , therefore, 

lie it resolved by the General Assembly of the State of Ten- 
nessee, That the said W. G. Harding, D. H. McGavock & Co., 
complainants, and Lucy McElvey, or their assigns, may pro- 
ceed, by petition, in said cause of the State of Tennessee v. The 
Edgefidd & Kentucky Railroad Co. et aL, to make themselves 
parties thereto, making the state a party to said petition by 
service of notice upon the attorney -general for the state days 
before the tiling of the same; and the said chancery court shall 
have full power to make such decree thereon as it might have 
made had the petitioners been parties to the original bill therein, 
and the fact of not having been made parties originally to said 
suit shall in no way affect their rights in the premises, pro- 
vided nothing in this resolution shall in any way affect the 
judgments of the parties against the Nashville, Chattanooga & 
St. Louis Railroad, which have been rendered in the courts 
heretofore. (Senate Joint Resolution, No. 20, Acts Tenn., 
1877, p. 229; approved March 26.) 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 49 

4. Resolution authorizing suit against Nashville & Chatta- 

nooga Railroad Company for state's interest as stock- 
holder in Nashville, Murfreesboro & Shelbyville Turnpike 
Company. 

WHEREAS, On July 19, 1848, the Nashville & Chattanooga 
Railroad Company, compounded, under a directory clause in its 
charter, with the stockholders of the Nashville, Murfreesl>oro 
& Shelbyville Turnpike Company, for damages to its franchise 
by interfering parallel lines, agreeing to pay as such damage 
twenty- five per cent., in amount of its capital stock, on the 
capital stock in said turnpike road, the state's interest as a 
stockholder being $66,660.66; and, 

WHEREAS, This twenty-five per cent, was promptly paid to 
the individual stockholders, but has never been paid to the state 
by said Nashville & Chattanooga Railroad Company; therefore, 

Be it resolved by the General Axuembly of the State of Ten- 
nessee. That the secretary of state is hereby ordered and in- 
structed to proceed at once, and use all lawful measures for the 
collection of the same, and the dividends properly lielonging 
thereto. (House Joint Resolution No. 60, approved March 12, 
1875; Acts Tenn., 1875, p. 317.) 

5. Resolution with reference to Nashville, Chattanooga & St. 

Louis Railway claiming exemption from taxation on 
Northwestern Division. 

WHEREAS, The comptroller states in his report to the pres- 
ent general assembly, pages 56 and 57, that the Knoxville & 
Ohio Railroad, the Mobile & Ohio Railroad, the Nashville, 
Chattanooga & St. Louis Railroad (Northwestern Division) are 
exempt from taxation; and, 

WHEREAS, The said roads have a grand total of three hun- 
dred and forty-rive miles of railroad, and that the assessed value 
of said roads amounts to rive million sixty-seven thousand three 
hundred and ninety-rive dollars; and, 

WHEREAS, The state is in need of all the revenue she can 
get; therefore, 

Be it resolved hy the home of representative*^ That the rail- 
road committee shall inquire whether said companies are ex- 

4 



50 CHANCERY COURT AMENDMENT TO CHARTER 

empt from taxation, and, if so, when said exemption expires, 
and make their report to this house. (House Resolution No. 32, 
Acts Tenn., 1887.) 

CHANCERY COURT AMENDMENT TO CHARTER. 

Decree amending charter of Nashville & Chattanooga Rail- 
road Company at Nashville, Tenn. 

This cause came on to be heard this thirteenth day of May, 
1872, before the Hon. E. H. East, chancellor, presiding in the 
chancery court for the county of Davidson, State of Tennessee, 
upon the petition of the Nashville & Chattanooga Railroad 
Company, incorporated by the general assembly of Tennessee, 
and of its directors, E. W. Cole, Thomas C. Whitesides, God- 
frey M. Fogg, John W. Childress, John Frizzell, Jackson 
Pryor, W. S. Huggins, John F. Anderson, John B. Hawkins, 
A. E. Patton, Thomas Lipscomb, Edward L. Jordan, V. K. 
Stevenson, Ben May, John P. King, John M. Bass, Thomas 
H. Caldwell, and W. Bosson, the last two being the state di- 
rectors: 

When it appeared to the court that, on March 9, 1872, the 
petition in this cause was filed, and which has been enrolled in 
book No. 1, page 283, and that, by said petition, the court is 
asked to pronounce a decree amending the charter of said com- 
pany as specified in said petition; that, on March 11, 1872, the 
clerk and master of this court caused publication to be made 
for thirty days in the Republican Banner, a newspaper pub- 
lished in the city of Nashville, Tennessee, which publication 
was in the words and figures following: 

No. 7108. 
IN CHANCERY AT NASHVILLE. 

STATE OF TENNESSEE, 
OFFICE CLERK AND MASTER CHANCERY COURT. 

NASHVILLE, March 11, 1872. 

WHEREAS, The Nashville & Chattanooga Railroad Company 
and its directors, viz. : E. W. Cole, Thos. C. Whitesides, G. 
M. Fogg, John W. Childress, John Frizzell, Jackson Pryor, 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 51 

W. S. Huggins, John F. Anderson, Jno. B. Hawkins, A. E. 
Patton, Thos. Lipseomb, Edward L. Jordan, V. K. Stevenson, 
Ben May, Jno. P. King, Jno. M. Bass, Thos. H. Caldwell, and 
W. Bosson (the last two l>eing state directors), tiled their peti- 
tion in the chancery court at Nashville, on the ninth of March, 
1872, praying that the charter of said Nashville & Chattanooga 
Railroad be amended by said court; that a decree be pro- 
nounced granting said amendments, which are as follows: 

1. May lease or purchase other railways and issue bonds. 

That the board of directors of said company, two-thirds of 
the whole number of directors agreeing thereto, shall have the 
power and authority to acquire for said company by purchase 
or lease, the property and franchises of any railroad, as well as 
the property and franchises of any other railroad company op- 
erating or proposing to construct a railroad which connects with 
the Nashville & Chattanooga Railroad, as well as the property 
and franchises of any other railroad company, the purchase or 
lease of which may, in the opinion of the board of directors, 
promote the interest of the Nashville & Chattanooga Railroad 
Company, and said board of directors may cause to be issued 
the bond of the said Nashville & Chattanooga Railroad Com- 
pany to the amount necessary, from time to time, to accomplish. 

For validity of this amendment, as well as those following 1 in this de- 
cree, see discussion herein as to chancery court amendments; refer to 
index. 

2. May subscribe to stock in any incorporated company and 

issue bonds. 

That the board of directors of said company, two-thirds of 
the whole number of directors agreeing thereto, may, for and 
on behalf of said company, subscribe to the capital stock of any 
other incor|>orated company to such an amount as may be agreed 
upon by said board of directors, and may cause to be issued the 
bonds of said company to the amount necessary, from time to 
time, to accomplish this purpose. 

3. May indorse or guarantee bonds of other companies. 

That the board of directors of said company, two-thirds of 
the whole number of said directors agreeing thereto, may, for 



52 CHANCERY COURT AMENDMENT TO CHARTER 

and on behalf of said company, and to be indorsed and guar- 
anteed, the bonds issued by the other incorporated companies, 
to such an amount as may be agreed upon by said board of 
directors, whenever it may be, in the opinion of the board of 
directors, to promote the interest of said Nashville & Chatta- 
nooga Railroad Company. 

4. May increase capital, how. 

That the board of directors of said railroad company, two- 
thirds of the whole number agreeing thereto, may increase the 
capital stock of said company to such an amount as may be 
determined by said board of directors. 

5. Manner of voting ; amending section 20 of original charter. 

That stockholders may vote in person or by proxy, and in 
the election of directors, and in voting on all questions which 
may come before a meeting of the stockholders, if so demanded 
by five stockholders, the vote shall be taken according to the 
following scale: The owner of one or more shares, up to and 
including four, shall be entitled to one vote for each share; the 
owner of a greater number of shares than four shall be entitled 
to one vote for each four shares over and above four. 

That the provisions of the said act of December 11, 1845, 
ch. 1, inconsistent with these proposed alterations and amend- 
ments be abrogated. 

It is therefore ordered that all persons who desire to resist 
the granting of said amendments to said charter, as above in- 
dicated, or to the prayer of said petition, do enter their appear- 
ance herein on or before the third Monday of the next term of 
said court, to be held on the first Monday in April next, 1872, 
and then and there show cause, if any they have, or can, why 
the prayer of said petition should not be granted and said 
charter amended, and that a copy of this order be published for 
thirty days in the Nashville Republican Banner. 

A copy attest: NATHANIEL BAXTER, JR., 

Clerk and Master. 

FOGG, WHITESIDES & FRIZZELL, 

Solicitors for Petitioner. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 53 

It also appearing to the court that by n act of the general 
assembly of the State of Tennessee, ch. 1, December 11, 1^45, 
entitled, "An act to incorporate the Nashvilb & Chattanooga 
Railroad Company," and the acts amendatory thereof, to wit: 
Ch. 70, passed January 21, 1S4H, entitled, "An act to amend 
the charter of the Nashville <&. Chattanooga Railroad Company," 
and ch. 266, passed January 19, 1850, entitled, "An act to 
amend the charter of the Nashville & Chattanooga Railroad 
Company," the said Nashville & Chattanooga Railroad Com- 
pany was incorporated for the purpose of establishing a com- 
munication by railroad between Nashville & Chattanooga, in the 
State of Tennessee; that by said acts of assembly there were con- 
ferred upon said company the powers and privileges incident and 
necessary to the transaction of the business for which it was in- 
corporated; that under the authority aforesaid said company has 
constructed and is now operating a railroad from Nashville to 
Chattanooga, its principal office being at Nashville; that the 
persons named as directors in said petition constitute the presi- 
dent and directors of said company; that in pursuance of the 
provisions of sec. 34 of said act of December 11, 1845, the said 
president and directors unanimously petition that the charter of 
said company may be amended in the manner mentioned in the 
petition filed in this cause. It also appeared that no person 
appeared to show cause why the prayer of said petition should 
not be granted. 

The court being satisfied that the prayer of said petition is 
legitimate and proper, and deeming the same necessary and not 
inconsistent with the statutory provisions on this subject, nor 
the general laws of the state, nor hurtful to the public good, 
doth order, adjudge, and decree, in pursuance of the j)owers 
vested in courts of chancery by virtue of paragraph 23, sec. 15, 
of the acts of the general assembly of Tennessee, ch. 54, ap- 
proved January 30, 1871, entitled "An act to authorixe the 
chancery courts in this state to grant letters of incor|M>ration," 
that the acts of the general assembly aforesaid incorporating 
the Nashville & Chattanooga Railroad Company, passed De- 
cember 11, 1845, be altered, amended, and changed in the 



54 CHANCERY COURT AMENDMENT TO CHARTER 

manner following, as prayed for in the petition in this cause- 
that is to say: 

1. That the board of directors of said company, two-thirds 
of the whole number of said directors agreeing thereto, shall 
have the power and authority to acquire of said company, by 
purchase or lease, the property and franchises of any railroad 
company operating or proposing to construct a railroad which 
connects with the Nashville & Chattanooga Railroad, as well as 
the property and franchises of any other railroad company, the 
purchase or lease of which may, in the opinion of the board of 
directors, promote the interest of the Nashville & Chattanooga 
Railroad Company, and said board of directors may cause to be 
issued the bonds of the said Nashville & Chattanooga Railroad 
Company to the amount necessary, from time to time, to ac- 
complish this purpose. 

2. That the board of directors of said company, two-thirds 
of the whole number of directors agreeing thereto, may, for 
and on behalf of said company, subscribe to the capital stock 
of any other incorporated company, to such an amount as may 
be agreed upon by said board of directors, and may cause to 
be issued the bonds of said company to the amount necessary, 
from time to time, to accomplish this purpose. 

3. That the board of directors of said company, two-thirds 
of the whole number of directors agreeing thereto, may, for 
and on behalf of said company, cause to be indorsed and guar- 
anteed the bonds issued by other incorporated companies to 
such an amount as may be agreed upon by said board of direct- 
ors whenever it may, in the opinion of the board of directors, 
promote the interest of the Nashville & Chattanooga Railroad 
Company. 

4. That the board of directors of said company, two-thirds 
of the whole number of directors agreeing thereto, may increase 
the capital stock of said company to such an amount as may be 
determined by said board of directors. 

5. The stockholders may vote in person or by proxy, and in 
the election of directors, and in voting on all questions which 
mav come before a meeting of the stockholders, the vote shall 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 55 

he taken according to the following scale: The owner of one 
or more shares, up to and including four, shall l>e entitled to 
one vote for each share; the owner of a greater num tar of 
shares than four shall be entitled to one vote for each four 
shares over and above four. 

It is further ordered that the Nashville & Chattanooga Rail- 
road Company pay the costs of this proceeding, for which ex- 
ecution may issue, and upon the payment of the same the clerk 
and master will issue a certified copy of this decree for regis- 
tration, i Entered in minute book "V,"" pp. 174-178, at 
Nashville, Tenn.) 

For discussion of the validity of this decree, see herein. Refer to 
index. 

Other decrees. There are several other decrees in this com- 
pilation, but as they simply vext title to particular roads in this 
company they are inserted in the chapter relating to those roads 
or branches. 

ACTS OF ALABAMA RELATING TO NASHVILLE 
& CHATTANOOGA RAILROAD COMPANY. 

1. Alabama grants right of way to Nashville & Chattanooga 
Railroad Company through Jackson county, with rights 
and privileges of Tennessee charter; how to be taxed. 

SECTION 1. Be it enacted by the Senate and ll<m*<- of Rep- 
resentatives of the State of Alabama, in General Axxembly con- 
vened, That the Nashville & Chattanooga Railroad Company 
be, and they are hereby, authorized to construct 
their road through the northern portion of .Jackson 
county, in this state, and that they shall have and enjoy all the 
rights, privileges, and immunities, and be subject to such 
restrictions, as are granted to and imposed upon said company 
by the act incorporating the same, as far as said railroad lies 
in the county of Jackson; on the express condition, 
however, that any railroad company now chartered, 
or which may hereafter be chartered in this state, shall have 
the right to connect their road directly with the said Nashville 
& Chattanooga Railroad at any jx>int on it in the county of 
Jackson, aforesaid. 



56 ACTS OF ALABAMA RELATING TO 

SEC. 2. [This section related to the erection of the bridge 
across the Tennessee River, and as it is inserted in another place 
as a note to Acts Ala., 1855-6, p. 11, following, allowing the 
bridge to be erected, it is here omitted.] 

SEC. 3. And be it farther enacted. That nothing contained 
in this act shall prevent the State of Alabama from levying and 
collecting such rate of tax on the property of said company 
within this state, after the completion of their road, as shall, 
by the general assembly at the time, be assessed on the prop- 
erty of other railroad companies in this state; Provided, That, 
in assessing any tax, the value of that part of the road or other 
property of the company lying in this state shall not be esti- 
HOW as- mated at more than the amount of the capital stock 

sessed. o f ^ e CO mpany invested in their purchase and con- 

struction, to be ascertained by the statement, on oath, of the 
president or engineer of the company, nor shall any tax what- 
soever be levied on the bridge across Tennessee river, provided 
the same is not used for purposes of common travel, but only 
for the accommodation of the railroad. (Acts Ala., 18-19-50, 
No. 123; approved January 21, 1850.) 

This act was amended by Acts Ala., 1859-60, No. 21(5, so as to allow 
the company to build a branch road from a point on its line at or near 
Bridgeport, in Jackson county, to the Tennessee state line, in a direc- 
tion to Jasper, with all the rights, powers, and privileges of the main 
line. See act itself further on. 

2. Resolution of Alabama in regard to right of way of Nash- 
ville & Chattanooga Railroad through Jackson county. 

Be it enacted by the Senate and Home of Representatives of 
the State of Alabama in General Assembly convened, That the 
Chattanooga Railroad Company be, and they are hereby, au- 
thorized to construct their road through the northern portion 
of Jackson county, in this state, subject to such rules, regula- 
tions, and restrictions, in regard to the interest and claim of 
our citizens, as are now imposed by law upon the Montgomery 
& West Point Railroad Company. (Acts Ala., 1845-6; ap- 
proved February 4, 1846.) 

This resolution was never acted upon, and the legislature of Alabama 
subsequently passed another and more liberal act. which was accepted, 
and the road built under its provisions. See Acts Ala.. 1849-50, No. 123, 
approved Jantmry 21. 1850, herein, for provisions. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 57 

3. Bridge over Tennessee River allowed to be constructed by 

Alabama legislature, how. 

WHEREAS, A considerable portion of the bridge authorized 
by the act aforesaid has recently been destroyed by fire; and, 

WHEREAS, The said railroad company, in erecting their 
bridge, constructed a drawbridge, which remains in the |>ortion 
not consumed by the recent burning; therefore, 

SECTION 1. Be it enacted by the Senate and ILnwe of Rejtre- 
xi- illative* of the State of Alabama in General Assembly Cfm- 
vened, That the aforesaid act be so amended that the said 
Nashville & Chattanooga Railroad Company shall not be re- 
quired to build any part of their bridge thirty feet, or at any 
other particular elevation, above extreme high water mark; 
provided, They keep and maintain a good draw or revolving 
bridge opening to a width sufficient to allow the free passage 
of steamboats and other water crafts, and so as, when open, to 
leave a clear space between the piers, at the draw, of at least 
>i.\ty feet. (Acts Alabama, 1855-56, p. 11; approved Jan- 
uary 17, 1856.) 

Previous to this time, the legislature had passed an act requiring the 
bridge to be constructed at least thirty feet above extreme high water, 
between the two piers next to the west bank, or any two piers the com- 
pany might deem best; the space between the piers so selected, however, 
not to be less than one hundred and tifty feet. (Acts Alabama. 1849-50, 
No. 123, sec. 2; approved January 21, 1850.) 

Recently, however, the legislature of Alabama has passed another 
act, again requiring the bridge to be built at least thirty feet above ex- 
treme high water, between the two piers next to the west bank, or anj' 
two piers that the company may deem best, and that the space between 
the two piers so selected shall be at least one hundred and fifty feet. 
(Acts Alabama, 1888-89, p. 443; approved February 19. 1889.) This act. 
however, is inoperative and void, as against the \vxtcd rights of the com- 
pany. In addition, it is inoperative, as congress, bj- acts 1888 and 1890. 
has taken charge of bridges over navigable streams. See discussion in 
notes to sec. 22 of charter. 

4. Jasper branch, from Bridgeport to state line, authorized to 

be constructed in Alabama with rights, powers, and priv- 
ileges of main line. 

SECTION 1. That the act granting the right of way to the 
Nashville &. Chattanooga Railroad Company through Jackson 
county, and the privilege of constructing a bridge across Ten- 
nessee River, in said county (approved January 21, 1850), be 



58 ACTS OF ALABAMA RELATING TO 

so amended that the Nashville & Chattanooga Railroad Com- 
pany shall have the right to construct and operate a branch of 
their road from a point on the line of their road at or near 
Bridgeport, in Jackson county, to the Tennessee state line, in 
a direction to Jasper, Tenn., with all the rights, powers, and 
privileges pertaining to the main line, and subject to the same 
liabilities and restrictions. (Acts Ala. , 1859-60, No. 216.) 

5. Ponds along right of way in Alabama required to be drained. 

SECTION 1. Be it enacted by the Senate and House of Repre- 
sentatives of the State of Alabama, in General Assembly con- 
vened. That the Nashville & Chattanooga Railroad Company 
are hereby required to drain all the ponds on either side of said 
road, so far as said road is embraced in the limits of the State 
of Alabama, that have been, or may hereafter be, created by 
the construction of road. 

SEC. 2. Be it further enacted, That the said railroad com- 
pany are hereby allowed one year from the approval of this act 
to comply with the provisions of sec. 1. 

SEC. 3. Be it further enacted, That for every failure of said 
railroad company to remove or drain any pond along the line 

of the same, it shall be liable to a suit for damages 
Damages. , . , 

at the instance ot any person who is or may be 

damaged by such failure, and that where the damage claimed is 
less than fifty dollars the suit may be instituted before any 
justice of the peace within the beat where said pond is or may 
be located; and that where the damages claimed exceed fifty dol- 
lars, suit therefor may be instituted in the circuit court where 
the cause of said damage has or may originate. 

SEC. 4. Be it farther enacted, That the rules, regulations, 
and law of said justices and circuit court, as appli- 
cable to other suits, shall apply to suits instituted 
under the provisions of this act, unless they conflict with some 
of its provisions. (Acts Ala., 1859-60, p. 291; approved 
December 9, 1859.) 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. ."'. 

6. Right of way of Nashville & Chattanooga Railroad Com- 
pany through Jackson county, Alabama, again provided 
for, as well as Huntsville & Elora Railroad; how Nash- 
ville & Chattanooga Road taxed. 

S FICTION 1. Re it enacted l>y the General Assembly of Ala- 

hiiinii, Tluit Jin act entitled "An act granting the right of way 
to the Nashville & Chattanooga Railroad Company Amendingact 
through Jackson county, and the privilege of con- of * 
structing a bridge across the Tennessee river in said county, 
approved January 21, 1850, be, and the same is hereby, 
amended so as to read as follows: 

SECTION 1. That the Nashville & Chattanooga Railroad Com- 
pany be, and they are hereby, authorized to construct their 
road through the northern portion of Jackson county, in this 

state, and that they shall have and enjoy all the other roads 
. . ... , . ... may connect 

rights, privileges, and immunities, and be subject with. 

to such restrictions, as are granted to and imposed upon said 
company by the act incorporating the same, as far as said rail- 
road lies in the county of Jackson, on the express condition, 
however, that any railroad company now chartered, or which 
may hereafter be chartered, in this state, shall have the right to 
connect their road directly with the said Nashville & Chattanooga 
Railroad at any point on it in the county of Jackson aforesaid. 
SEC. 2. And be it further enacted, That said company shall 
have the privilege of constructing a bridge for their road across 

the Tennessee river; and, for the purpose of avoid- Bridge across 

. , f . ..i .^ ,. , i 11 I the Tennes- 

ing any interference with its navigation, it shall be see river. 

the duty of the company to build the bridge at least thirty feet 
above extreme high water, l>etween the two piers next to the 
west bank, or any two piers that the company may deem l>est, 
and the space between the two piers so selected shall be at least 
one hundred and fifty feet, so as to afford free and safe passage 
for boats of all sixes. 

SEC. 3. And h< It further enacted, That nothing contained 
in this act shall prevent the State of Alabama from levying and 
collecting such rate of tax on the projwrty of said Ttxon prop . 
company within this state, after the completion of ef tyofroad. 



60 ACTS OF ALABAMA RELATING TO 

their road, as shall by the general assembly at the time be as- 
sessed on the property of other railroad companies in this state; 
Provided, That in assessing any tax the value of that part of 
the road or other property of the company lying in this state 
shall not be estimated at more than the amount of the capital 
stock of the company invested in their purchase and construc- 
tion, to be ascertained by the statement, on oath, of the presi- 
dent or engineers of the company; nor shall any tax whatso- 
ever be levied on the bridge across the Tennessee River, pro- 
vided the same is not used for purposes of common travel, but 
only for the accommodation of the railroad. 

SEC. 4. WHEREAS, The Nashville, Chattanooga & St. Louis 
Railway, formerly the Nashville & Chattanooga Railroad Corn- 
Rights in Mad- P an ^ r ' nas constructed a road from Elora, in the 
ison county. g tete o f Tennessee, to Huntsville, in the county of 
Madison, State of Alabama; therefore, 

Be it further enacted by the General Assembly of Alabama, 
That said Nashville, Chattanooga & St. Louis Railway shall 
have and enjoy all the rights, privileges, and immunities 
granted in sec. 1 of this act, so far as said Nashville, Chatta- 
nooga & St. Louis Railway lies within the county of Madison. 
(Acts Ala., 1888-9, p. 443; approved February 19, 1889.) 

Sec. 2 of this act is void as against the vested rights of the company. 
In addition, it is inoperative, as congress now has charge of navigable 
streams, under Acts 1888-1890. See sec. 22 of charter of Nashville & 
Chattanooga Railroad Company, herein. 

7. Nashville, Chattanooga & St. Louis Railway allowed to build 
road or branch through counties of Madison, Marshall, 
and Etowah, to Attalla or Gadsden, Ala., with rights, 
privileges, etc., of Tennessee charter. 

SECTION 1. Be it enacted by the General Assembly of Ala- 
bama, That the Nashville, Chattanooga & St. Louis Railway, 
a corporation chartered under the laws of the State of Tennessee, 
be, and the same is hereby, authorized and empowered to con- 
struct, operate, and maintain its road, or a branch thereof, in 
and through the counties of Madison, Marshall, and Etowah, 
in the State of Alabama, beginning at Huntsville, in Madison 
county, and extending thence through the counties of Madison, 



NASHVILLE, CHATTANOOOA 4 ST. LOUIS RAILWAY. 61 

Marshall, and Etowah, to Attalla or Gadsden in said Etowah 
county. 

SEC. 2. Be it further enacted, That the said Nashville, Chat- 
tanooga & St. Louis Railway shall have and enjoy all the rights, 
privileges, and immunities not in conflict with the constitution 
of the State of Alabama, and he subject to such restrictions as 
are granted to and imposed upon said Nashville, Chattanooga 
& St. Louis Railway by the act or acts chartering the same, so 

* / 

far as said railway lies in the counties of Madison, Marshall, 
and Etowah, or may hereafter be constructed therein. (Acts 
Ala., 1890-91, p. 154; approved December 10, 1890.) 

ACTS OF GEORGIA RELATING TO THE NASH- 
VILLE & CHATTANOOGA RAILROAD 
COMPANY. 

1. Georgia grants right of way to Nashville & Chattanooga 
Railroad Company through Dade county, with rights, 
privileges, etc., of original charter and of Hiwassee Rail- 
road Company. 

SECTION 1. He it enacted by the Senate and Howe of Repre- 
x.'/ttntivex of the State of Georgia, in General Assembly wet, 
nii<f it is hereby enacted by authority of the same, That the Nash- 
ville & Chattanooga Railroad Company shall be allowed the 
privilege of making every necessary reconnoissance Leave to 
and survey for the purpose of ascertaining the most surve y- 
eligible route of said contemplated railroad from Nashville to 
Chattanooga, which may be in the county of Dade and State of 
Georgia. 

SEC. 2. And be it enacted by the authority aforesaid, That, 
as soon as said route through the county of Dade is ascertained," 
the "Nashville & Chattanooga Railroad Company,'' chartered 

by the legislature of Tennessee, shall be allowed 

Right of way. 
the right ot way for the extension and construction 

of said railroad through the county of Dade, and that said com- 
pany shall l>e entitled to all the privileges, rights, and immu- 
nities, and be subject to the same restrictions, as far as they 



62 ACTS OF GEORGIA RELATING TO 



other are a Ppli ca ' J l e ^ as ai ' e granted, made, and prescribed 

rights, etc. f or ^he fo ene fit, government, and direction of the 
Hiwassee Railroad Company, by an act of the legislature of 
Tennessee incorporating said Hiwassee Railroad Company. 

SEC. 3. And be it further enacted by the authority aforemid, 

That the Nashville & Chattanooga Railroad Company shall have 

and enjoy all the rights, privileges, and immunities, 

and be subject to the same restrictions as are granted 

to and imposed upon said company by the act of the general 

assembly of Tennessee incorporating the same, so far as said 

railroad lies in the county of Dade; Provided, That any addi- 

tional rights and privileges hereafter conferred upon 

this road by the legislature of Tennessee shall be 

conferred upon the Western & Atlantic Railroad, of the State of 

Georgia, by the legislature of Tennessee. (Acts Ga. , 1847-8, 

p. 172; approved December 29, 1847.) 

1. It will be noticed that by sec. 3 of the above act. all the rights, 
privileges, immunities, etc., of the original Nashville & Chattanooga 
Railroad Company's charter was conferred upon the company, by the 
State of Georgia, through Dade county, provided that any additional 
rights and privileges thereafter conferred upon the company should also 
be conferred upon the Western & Atlantic Railroad. This was virtually 
done by Acts Tenn., 1847-8, ch. 195. p. 330, which provided: " That all the 
rights, privileges, and immunities, with the same restrictions which are 
given and granted to the Nashville & Chattanooga Railroad Company by 
the acts of the general assembly of this state incorporating said com- 
pany, so far as they are applicable, are hereby given to and conferred 
upon the State of Georgia in the construction of that part of the Western 
& Atlantic Railroad lying in Hamilton county, Tenn.'' 

See charter of Nashville & Chattanooga Railroad in ch. 1 herein. See 
also resolutions in regard to Western & Atlantic Railroad; refer to index. 

2. It will also be noticed that the above act of Georgia, in addition, 
confers upon the Nashville & Chattanooga Railroad Company all the 
privileges, rights, immunities, etc., of the Hlwnssee Railroad Company. 
(See Hiwassee charter, below.) This company was chartered by the 
Acts of Tenn.. 1835-6, p. 23, and is contained in a very rare volume enti- 
tled ' Local Acts of Tennessee"' of that session. This book will hardly 
be found in any of the libraries of the state, save at the state capitol. 
It was discovered there by accident. 

The charter of the Hiwassee Railroad Company is set out be- 
low in order that the full rights, powers, etc., of the Nashville, 
Chattanooga & St. Louis Railway in Georgia may be known, 
as it, together with the charter of the Nashville & Chattanooga 
Railroad Company, jointly determined the matter: 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 88 

Charter of Hiwassee Railroad Company. 

[Acts Tenn. (local), 183.V-0, p. 23.] 

SKCTION i. Commissioners, name, general powers, route. 

Be it enacted Ity the General A*m utbly of the State of Tt-nnefixee, 
That William Park, Solomon D. Jacobs, Kbene/er Alexander, 
William B. A. Ramsay, Drury P. Armstrong, of Knoxville; 
Henry Liggett, William S. McEwen, - - Hamilton, Joseph 
Bird, of Kingston; Fidelio S. Hunt, Hugh Graham, James 
Dickinson, Joseph Jones, William Houston, of Tazewell; Nich- 
olas Fain, William B. Mitchell, and Clinton Armstrong, of 
Kogersville; William Dickson, George Jones, and Valentine 
Sevier, of Greeneville; John Blair, Seth J. W. Lucky, and 
John G. Eason, of Jonesboro; Robert H. Hynds, John Roper, 
William Moore, and Joseph Hamilton, Jr., of Dandridge; 
Micajah C. Rogers, .James P. H. Porter, John Cannon, of Se- 
vierville; AVilliam Wallace, John Sample, J. II. Gillespie, 
William A. Spencer, of Maryville: James A. Coffin, James 
Green way, Samuel Bicknell, William M. Stakeey, and (iuilford 
Cannon, of Madisonville; Matthew Nelson, Jacob Pearson, 
Robert Cleveland, Hugh Smith, and William Montgomery, of 
Philadelphia; Solomon S. Bogart, Onslow G. Murrell, John 
W. M. Brazeale, John Crawford, and Thomas Crutchtield, of 
Athens; John L. McCarty, Archibald K. Turk, Ezekiel Bates, 
of Calhoun; John White, Hamilton Bradford, Henry Bradford, 
of Columbus; John Locke, Richard \N aterhouse, Thomas 
McCally, Robert N. Gillespie, of Washington; Samuel L. 
Story, John Bridgeman, and Samuel Robertson, of Pikeville; 
John Kelly, James Francis, and William Rice, of Jasper; 
Madison Rawlings, William S. Smith, and Samuel Igone, of 
Dallas; William Grant, William McMillin, ami Henry Price, 
of Bradley county, be, and are hereby, appointed commission- 
ers, under the direction of a majority of whom subscriptions 
may be received to the capital stock of the Hiwassee 
Railroad Company, hereby incorporated: which 
commissioners, together with such other j>ersons as now are or 
may hereafter become associated with thorn, their successors and 
assigns, shall constitute a body corporate, and they are hereby 



64: ACTS OF GEORGIA RELATING TO 

incorporated under the name aforesaid, and in that name they 
shall have perpetual succession, may sue and be sued, plead and 
be impleaded, and shall possess and enjoy all the rights, priv- 
cenerai ileges, and immunities, with power to make such 

powers. by-laws, ordinances, rules, and regulations not 

inconsistent with the laws of this state and the United States, 
as shall be necessary to the well-ordering and conducting the 
affairs of said company, and may, by their by-laws, declare 
vacant the place of any director for nonattendance or neglect 
of duty; and the said company shall be capable in law of pur- 
chasing, accepting, selling, leasing, and conveying estates real, 
personal, and n.ixed to the end and for the purpose of facil- 
itating the intercourse and transportation from 
Knoxville, East Tennessee, through the Hiwassee 
district, to a point on the southern boundary of Tennessee, to 
be designated by the commissioners hereinafter mentioned as 
the mpst practicable route to intersect the contemplated railroad 
from Augusta to Memphis. 

1. The name of the company was subsequently changed by Acts 
Tenn., 1847-8, ch. 169. p. 272, sec. 3, to the East Tennessee & Georgia 
Railroad Company. 

2. See Resolution No. 6, Acts Tenn., 1851-2, p. 706, which requests 
Georgia to protect the interests of this road, and keep the compact en- 
tered into between the two states in regard to this road and the Western 
& Atlantic Railroad. The resolution may also be found herein among 
the acts of Tennessee relating to the Western & Atlantic. 

SEC. 2. Capital, value of shares, incorporation.^ it en- 
acted, That the capital stock of said company shall be six hun- 
dred thousand dollars, in shares of one hundred each, which 
shares may be subscribed for by corporations or individuals; 
but, so soon as four thousand shares are subscribed, the sub- 
scription shall be binding, and the corporate powers of said 
company, as herein granted, shall commence, and have as full 
operation as if the whole of the shares composing the capital 
stock were subscribed. 

SEC. 3. Reduction of shares, when and how. Be it enacted, 

That, if more than six thousand shares shall be subscribed to 
the capital stock, the commissioners, or a majority of them, 
shall reduce the subscription to six thousand shares by striking 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. '.". 

off from the highest sul)scription in succession in such manner 
tluit no subscription shall be reduced while one remains larger, 
estimating by shares instead of dollars, and if there shall l>e an 
excess, then lots shall be drawn by the commissioners to deter- 
mine who are excluded. 

SEC. 4. Payments, when and how made; forfeiture./^ ft 

enacted, That there shall be paid on each share subscribed, but 
not until four thousand shares shall have been subscribed, such 
sum as the president and directors hereinafter named, or a ma- 
jority of them, may direct, and in such installments, not ex- 
ceeding one-fourth of the subscriptions in any one year; /Vo- 
vided, No payment shall be demanded until at least thirty days' 
notice shall have been given by the said president and directors 
in the newspapers printed in the towns of Knoxville and Ath- 
ens, of the time and place of payment; and, if any subscril>er 
shall fail or neglect to pay any installment or part of said sub- 
scription thus demanded for thirty days next after the time it 
fell due, the stock on which it was demanded, together with 
the amount paid in, may, by the president and directors, or a 
majority of them, be declared forfeited, and, after due notice, 
shall be sold at auction, for the benefit of the company, or they 
may waive the forfeiture after thirty days' default, and sue the 
stockholders for the installments due, at their discretion. 

SEC. 5. Subscriptions void, When. Be it enacted, That, if 
the subscription of four thousand shares, herein made necessary 
for the incorporation of said company, shall not be obtained by 
the first day of January, 1838, the same, and all subscriptions 
under it, shall be null and void upon the stockholders paying 
to the commissioners a sum not exceeding one dollar on each 
share, to defray the expenses of opening the books. 

SEC. 6. Books opened, election of directors, qualification. 

SCale Of voting. Be it enacted, That, on the fourth day of 
July, 1836, the said commissioners shall cause books for the 
subscription of stock to be opened in the towns of Knoxville, 
Tazewell, Rogersville, Jonesboro, Greeneville, Dandridge, 8e- 
vierville, Maryville, Madisonville, Columbus, Philadelphia, 
Athens, Calhoun, Washington, Dallas, Jasper, Pikeville, and 

5 



66 ACTS OF GEORGIA RELATING TO 

Kingston, and at such other places as they may deem advisable, 
which shall continue open foj the space of ten days, or until 
four thousand shares of the capital stock shall have been sub- 
scribed; and, as soon as it is ascertained that four thousand 
shares are subscribed, the said commissioners, or a majority of 
them, shall give notice, by advertisement in the newspapers 
aforementioned, at least thirty days previous, of the time and 
place, that an election will be held for the election of nine di- 
rectors to manage the affairs of said company; and, at such 
time and place, each stockholder may attend in person, or vote 
by proxy for the directors aforesaid, giving one vote for each 
share of which he may be the owner, in that and all succeeding 
elections; and the directors thus elected shall elect one of their 
body president of the board, who shall, together with the other 
directors, continue in office until the first Monday in January 
ensuing, and until their successors are elected and duly quali- 
fied. Any three of the commissioners may act as judges of the 
first election, and none but a stockholder shall be eligible as a 
president or director. 

SEC. 7. Elections of, and number and power of directors; 

president. Be it enacted, That, to continue the succession of 
the president and directors of said company, nine directors shall 
be chosen annually on the first Monday in January, at such 
place as the board may designate by the stockholders; and the 
directors shall have power to appoint judges of elections. The 
president of the board shall be elected within three days after 
the board is organized. If any vacancy shall occur by death, 
resignation, or otherwise, the vacancy shall be tilled by the 
board, and the persons thus appointed shall hold their office 
until the next annual election. All elections required to be 
made at a particular time and place, if not then and there made, 
may be made at any other time or place by giving the usual 
notice of thirty days, and the old officers shall continue to ex- 
ercise their functions until their successors are duly elected and 
qualified. 

SEC. 8. Stockholders' meetings, removal of officers, etc. 

Be it enacted, That a general meeting of the stockholders shall be 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 67 

held annually at the time and place appointed for the election 
of president and directors, at which time and place it shall be 
the duty of the president and directors in office to exhibit a 
clear and detailed statement of the affairs of the company, and 
at such meetings a majority of the whole votes upon the stock 
shall l>e required to remove an officer, or to reverse decrees or 
acts of the directory. 

SEC. 9. Oath Of Officers. Be it enacted, That every officer 
of said company shall, previous to entering upon the duties of 
his office, take an oath or affirmation faithfully to discharge his 
duty according to the provisions of this act. 

SEC. 10. Books reopened, When. Be it enacted, That if any 
of the six thousand shares shall remain unsubscril>ed for after 
the organization of said company, the board of directors shall 
have power to open the books for the sale of the balance of the 
stock, upon giving thirty days' notice of the time and place, 
and the subscribers of such stock shall have all the rights and 
privileges, and be subject to the same regulations of the original 
shareholders. 

SEC. 11. Powers of president and directors. Be it enacted, 

That said president and directors shall have power to appoint 
a cashier and all such officers, engineers, agents, or servants 
whatsoever deemed necessary for the transaction of the busi- 
ness of the company, and may remove any of them at pleasure; 
may fix the salary or compensation of such cashier, engineers, 
officers or servants in the employ of said company, and to de- 
termine by their by-laws the manner of adjusting and settling 
all accounts against the company, and also the manner, effect, 
and evidence of transfer of stock in said company. 

SEC. 12. Capital StOCk increased, hOW. Be it enacted, That 
if the capital stock of said company shall l>e found insufficient 
for the purposes of this act of incorporation, it shall and may 
be lawful for the president and directors, or a majority of them, 
from time to time, to increase said capital stock by an addition 
of shares to any amount, so that the whole capital shall not ex- 
ceed one million five hundred thousand dollars, for which they 
may cause subscriptions to be received, giving notice in the 



68 ACTS OF GEORGIA RELATING TO 

manner hereinbefore prescribed, the purchasers of which shall 
stand in the same relation to the company as the original stock- 
holders. 

SEC. 13. Additional powers of directors, width of right of 

Way, etc. Be it enacted, That the president and directors of 
said company shall be, and they are hereby, vested with all the 
powers and rights necessary for the building, constructing, and 
keeping in repair of a railroad from Knoxville, East Tennessee, 
through the Hiwassee district, to a point on the southern boun- 
dary of Tennessee, on the nearest, best, and most practicable 
route. The said road shall have as many tracks as may be 
deemed necessary by the board of directors, but shall not be 
more than two hundred feet wide, to which width the company 
may purchase and cause the same to be condemned for the use 
of said road, or any less breadth, at the discretion of the di- 
rectory; and they may cause to be made, or contract with 
others for making of, said road or any part thereof; and they 
or their agents, or those with whom they may contract for 
making any part of said road, or their agents, may enter upon, 
use, and excavate any land which may be laid out for the site 
of said road, or the erection of warehouses, engine arbors, res- 
ervoirs, booths, stables, officers' and mechanics' shops, or other 
works necessary or useful in the construction and repair thereof 
or its works. They may fix scales and weights, build bridges, 
lay rails, make embankments and excavations, and may use any 
earth, ground, rock, timber, or other material which may be 
wanted for the construction and repair of any part of said road, 
and may construct and acquire all necessary steam engines, 
cars, wagons, and carriages for transportation on said road by 
horse or steam power, and all necessary apparatus appertain- 
ing to the same. 

SEC. 14. Right of way, how acquired; damages.^ it en- 
acted, That, whenever it shall become necessary, after said road 
is laid out, to subject the land of individuals, over which said 
road is laid out, to the use of said company, and, if the right 
of soil of the owner cannot be had by gift or purchase, it shall 
be lawful for the president and directors, their agents, con- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 69 

tractors, lal>orers, and servants, to enter upon such lands and 
proceed in the opening und constructing said ruilroud through 
the same. The pendency of any proceeding in court, or before 
arbitrators, assessors, or valuers, to estimate the damages that 
will be sustained by the owner or proprietor of said land by 
reason of opening said road, shall in no manner hinder or delay 
the progress of said work, and no order shall be made, nor 
shall any injunction or supersedeas be awarded by any judge 
or court to hinder or delay the progress of said work, the true 
intent of this act being that all injury that may be done to any 
land, without the consent of owners or proprietors thereof, by 
oj)ening and constructing the railroad through the same, over 
and above the advantages of the road to the owners or propri- 
etors of the lands, shall be fully and completely compensated 
for in damages, when ascertained, so that a work of great pub- 
lic utility may not be delayed by lawsuits. 

See Resolution No. G, passed November 10, 1851, by legislature of 
Tennessee, requesting- the State of Georgia to protect interest of this 
company, and keep compact entered into between the two states in re- 
gard to this road and the Western & Atlantic Railroad. (Acts Tenn., 
1851-2, p. 70S.) The resolution may be found herein among acts of Ten- 
nessee relating to the Western & Atlantic Railroad. 

SEC. 15. Same, condemnation for. Be it enacted, That the 
president and directors of said company, their officers, serv- 
ants, and agents, shall have full power and authority to enter 
upon all lands and tenements through which they may judge it 
necessary to make said road, and lay out the same according to 
their pleasure, so that neither the dwelling house, yard, garden, 
curtilage be invaded without consent of the owner or proprietor 
thereof; and if the company cannot agree as to the value of 
the land, and the owner will not convey it in fee, either party 
may apply to the circuit court of the county where the said 
land lies, by giving tive days' notice if the owner of the land 
resides in the county, and twenty days' notice if he resides in 
any other county in this state, and by advertising in some news- 
paper printed in Knoxville, Athens, or Madison ville, if he re- 
sides out of the state, or be a body corixmite, to appoint com- 
missioners to assess the value and condemn the land for the use 
of said road; and the court shall apj>oint five disinterested 



70 ACTS OF GEORGIA RELATING TO 

freeholders of said county, and who shall be sworn or affirmed 
justly and impartially to value the lands, who shall ascertain 
what damage the owner will sustain, if any, by the location of 
said road over his land, always taking into consideration the 
benefit the road may be of to the owner, and the tendency said 
road will have to enhance the value of the land; and said five 
freeholders, any three of whom concurring, shall report to said 
court as soon as practicable the damages, if any, and if none 
are sustained they shall report the fact; which report, if unex- 
cepted to, shall be recorded, and if any damages are assessed, 
the money shall be paid into court by the company. The fee 
simple of land, so valued as aforesaid, shall vest in said com- 
pany; and the description of the land and the report of the 
commissioners, shall be made a matter of record, and, when 
registered, shall have the effect of a deed of conveyance in fee 
simple to the company; Provided, however, That when infants 
or persons non compos are owners of the land, the guardian 
shall be notified of said proceedings in court, and if there be no 
regular guardian, said court shall appoint some person well 
qualified to defend and protect the interest of such infant or 
nonsane person. 

SEC. 16. Same, materials to keep in repair, how taken. 

lie it enacted, That the president and directors, for the purpose 
of making said road or repairing the same after it shall have 
been made, shall be at liberty, by themselves or agents, to enter 
upon any adjacent land, and cut, quarry, dig, take and carry 
away therefrom any timber, stone, gravel, or earth which may 
be necessary; Provided, They shall not, without the consent of 
the owner, cut down any fruit tree or trees preserved in any 
inclosure for shade or ornament, or take away any materials 
constituting any part of a fence or building. For all which 
materials under the authorit}^ of this act, and for all incidental 
injuries done to ground, wood, inclosure, or crops, in carrying 
them away, the said company shall make to the owner a reason- 
able compensation; and if the parties cannot agree upon the 
price it shall be ascertained by three impartial freeholders, to 
be appointed by a justice of the peace at the application of 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 71 

either party, the opposite party having three days' notice of the 
application to the justice. The three freeholders shall lie sworn 
to do impartial justice between the parties. Their award shall l>e 
returned to the justice, and shall stand as an award made by 
order of court upon the rights of the parties, upon which the 
justice may enter judgment and issue execution if within his 
jurisdiction; if over, he shall certify the proceedings, as in other 
cases, to the next court, to be proceeded upon as an award 
made by order of said court; Provided, Either party may have 
the proceedings corrected by certiorari, and not by apj>eal; if 
the proceedings be quashed, the court may appoint other val- 
uers, and cause justice to be done as contemplated before and 
by order of the court, quashing said proceedings. 

SEC. 17. Right of way through state lands. Be it enacted, 

That should said railroad pass over vacant and unappropriated 
lands, said company shall have the exclusive right of entering 
the land over which said road may be laid out, not exceeding 
two hundred feet in breadth, until the first day of January, 
1839, and the entry taker of the district or county through 
which said road may be laid out shall not receive any entry 
within that period for the benefit of any other person or per- 
sons than said .company, under the penalty of five thousand 
dollars, to be recovered by action of debt in any court having 
cognizance thereof, at the suit of said corporation; Pwnilded, 
Said company shall notify the entry taker of the different coun- 
ties through which said road may pass, of the route thereof. 

SEC. 18. Lands for warehouses, booths, reservoirs, etc., 

hOW acquired. Be it enacted, That said railroad company shall 
have power to acquire and own, as common stock of said com- 
pany, lands near and connected with said road, on which to 
erect warehouses, booths, arbors, stables, reservoirs, etc., for 
the pur|M)se of constructing said road and keeping it in repair, 
and for the convenience of transportation and places of (lejx)sit, 
which improvements they are hereby authorized to construct. 
If the company cannot agree with the owners of the land nec- 
essary for the above purposes, they may have it condemned in 
the same manner as the land over which the road is laid out 



72 ACTS OF GEORGIA RELATING TO 

may be condemned by the fifteenth section of this act; Pro- 
vided, That not more than five acres shall be taken at any one 
place except by agreement with the owners. 

SEC. 19. Capital stock and road, personal property.^ it 

enacted, That the whole stock and property of said company, 
real, personal, and mixed, and the issues, profits, and proceeds 
thereof, shall be holden in law, and are hereby declared, to be 
personal property; and the same shall be governed by th'e rules 
and laws governing personal property in all cases, and the said 
property and the profits arising therefrom shall be vested in 
the respective shareholders, their heirs and executors, adminis- 
trators and assigns, in the proportion of their respective shares, 
forever. 

SEC. 20. Road Crossings. Be it enacted, That whenever it 
shall become necessary, in the construction of said road, to 
cross or intersect any public road now or hereafter established 
by law, it shall be the duty of said company so to construct 
said road as not to impede the passage or transportation of per- 
sons or property along the same. 

SEC. 21. Private Crossings. Be it enacted, That when it 
shall be necessary to pass through the improved land of any 
individual, it shall be the duty of said company to provide such 
individual with a proper and suitable wagon way across said 
road from one part of his or her land to the other, if the same 
shall be required by said owner, at the time the route of said 
railroad [is] determined on, but the owner of such land may, 
at any time after said railroad shall be opened and completed, 
construct and make such wagon way across the same at his or 
her own expense, under the supervision and direction of said 
company. 

SEC. 22. Time of beginning and completing road. Be it 

enacted, That if said company shall not begin the railroad con- 
templated by this act or contract for the construction of some 
part thereof, on or before the first day of January, 1838, and 
complete the same on or before the first day [of] January, 1844, 
the interest of said company in said road shall be forfeited and 
cease, and also all right to take tolls. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 73 

SEC. 23. May charge tolls, when; exemption from taxa- 
tion. He it vnactrd, That us soon as any section of tive miles 
of said road shall be completed, the president and directors 
may transport all |>ersons, produce, and commodities, such 
person or persons or owners of such produce or commodities 
tirst paying to said company or their agent the toll that may 
be demanded for that purpose. The capital stock of said com- 
pany shall be forever exempt from taxation, and all their other 
pro|>erty of every description situated within this state, includ- 
ing the road and rails, shall be exempt from taxation for and 
during the period of twenty years from the completion of said 
road and no longer. 

SEC. 24. Dividends. -Be it enacted. That after said railroad 
shall l>e completed, or any five miles thereof, the president and 
directors shall, on the first Monday in January and July in 
each and every year, declare and make such dividends of net 
profits, or the tolls herein granted, as may be advisable, to be 
divided among the proprietors. 

SEC. 25. Injury to property of, punishment. Be it enacted, 

That if any person shall willfully injure, impair or destroy any 
part of said road constructed under this act, or any of the nec- 
essary work, buildings, machines, wagons, cars, booths, reser- 
voirs, bridges or viaducts, such person shall be subject to in- 
dictment, and, on conviction, shall be fined and imprisoned at 
the discretion of the court and jury, and shall moreover be 
liable to an action of damages at the suit of said company in 
any court having cognizance thereof. 

SEC. 26. Transportation Charges. Be it enacted, That said 
company shall be authorized to charge the following tolls, to 
wit: For every passenger, with not exceeding one hundred 
pounds of baggage, not exceeding six cents per mile; for every 
one hundred pounds of goods, wares, merchandise, or prtxiuce 
and commodities of every description, not exceeding one-half 
cent per mile on heavy articles, and ten cents per cubic foot 
on articles of measurement. 

SEC. 27. Connections with, authorized. /k it enacted, 

That full right and privilege is hereby reserved to the citizens 



74 ACTS OF GEORGIA RELATING TO 

of this state, or any company hereafter to be incorporated 
under the authority of this state, to connect with the road 
hereby provided for any other railroad or public improvement, 
provided no injury is done to the works made and created by 
said company hereby incorporated ; And provided also, That 
the same shall not interfere with the privileges hereinbefore 
granted. 

SEC. 28. Terminus Changed, When. Be it enacted, That if 
an amount of stock should not be subscribed sufficient to com- 
plete the whole work from Knoxville to the south boundary 
line of this state, as contemplated by this act, or if a majority 
of the board of directors should deem it advisable or expedient 
to begin the work at some point on the Big Tennessee River, 
and should complete the road from such point to the south 
boundary line of the State of Tennessee, the work may be 
considered as completed, anything in this act to the contrary 
notwithstanding. But the board of directors may, in their 
discretion, continue said road to Knoxville, should they begin 
the work at some other point. (Acts Tenn. (local), 1835-6, 
p. 23.) 

3. Stevenson, Sand Mountain & Dalton Railroad Company 

allowed to connect with Nashville, Chattanooga & St. 
Louis Railway in Dade county, Georgia. 

SECTION V. ... And that said railroad company shall 
have power and authority to lay out and construct branch roads 
from the main line at any point in Dade county, to intersect 
with the Nashville, Chattanooga & St. Louis Railroad Com- 
pany and the Alabama Great Southern Railroad at any point 
in Dade county, Georgia, that may be selected by the company; 
and . . . (Acts Ga., 1889, sec. V., p. 393; approved 
November 13, 1889.) 

4. How service of process originally authorized against Nash- 

ville & Chattanooga Railroad Company by persons hav- 
ing claims against road in Georgia. 

WHEREAS, The Nashville & Chattanooga Railroad runs about 
three miles through the county of Dade, in this state, and 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 75 

there being no station or agent in the state upon whom to per- 
fect service on said company for any injury to stock, proj>erty 
or person; for remedy whereof, 

Be it enacted, That from and after the passage of this act, 
the justices of the inferior court in and for the county of Dade 
shall cause to be erected a post at a place in said county known 
as Lookout, on said road, and upon any process, warrant, sum- 
mons or notice from the superior, inferior or justices' court 
being issued against said company, and the same being posted 
on said post, and a copy thereof sent by mail to the address of 
the president of said railroad, on or before the day it is placed 
on s lid post, by the sheriff, constable or coroner authorized to 
serve the same, shall be deemed and held as a full and com- 
plete service, as if the same had been served on any officer, 
agent or employee of said company, and shall have the same 
binding eifect as the service upon any of said officers, agents, 
and employees of any railroad company in this state; and said 
company is hereby held responsible and liable for all injury 
and damages to the citizens of this state that the several rail- 
road companies in this state are, and the service of any writ, 
process, summons or notice by any officer authorized to serve 
the same, upon complying with terms aforesaid, shall be 
deemed and held complete and full in law. (Acts Ga., 1860, 
p. 45; passed December 20.) 

1. This act was subsequently amended as follows: 

SECTION 1. Be it enacted, That from and after the passage of this act 
the ordinary of the county of Dade shall cause to be erected a post at a 
place on the Nashville fe Chattanooga Railroad, in said county, known 
as Hooker, and upon any warrant, summons, process, notice from any 
court or officer of said county being posted on said post and a copy sent 
by mail, as required by said act. shall be deemed and held a complete 
and full service, and that the said act, assented to 20th December, 1860, as 
hereby amended, is declared to be in full force. 

SKC. 2. That no person complying- with the provisions of this act shall 
be denied the privilege of suing in any court in said county having juris- 
diction of the subject-matter, for any injury done by said Nashville & 
Chattanooga Railroad Company to his or her |>erson or property: Pn>- 
vlded, That any action that has already accrued shall be brought within 
the next six months after the passage of this act: Ami ;>rorMl further, 
Said cdmpanj' shall not be liable to be sued for any damage done to the 
person or property of any person prior to the flrst of January, 1865. 
(ActsGa., 1860, No. 126, p. 139). 

2. The supreme Court of Georgia, in the case of .V.. f. it Sf. L. /?/. v. 
McMahon, held the above act to be good and the service as provided for 
therein valid. 70 Ga., 585. 



76 NORTHWESTERN BRANCH OF THE 



CHAPTER III. 

THE NASHVILLE & NORTHWESTERN RAILROAD COMPANY. 
(NORTHWESTERN BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Railway. 

Under the general improvement laws of 1851-2, and amend- 
ments thereto, the State of Tennessee, through its governor, 
indorsed the bonds of the various railroads in the state, to aid 
in their construction, retaining a lien on the respective roads so 
assisted as security therefor. Among the number was the 
Nashville & Northwestern Railroad Company. 

Default having been made in the payment of interest on the 
bonds issued for its benefit, a bill was tiled in the chancery 
court at Nashville in the name of the state against the Edgetield 
& Kentucky Railroad Company et ah:, to which the said Nash- 
ville & Northwestern Railroad Company was also made a 
defendant, seeking to enforce the state's lien or statutory mort- 
gage. This bill was filed in pursuance of an act of the legis- 
lature of 1870-71, ch. 23, p. 25, authorizing the sale of all 
delinquent roads, the tenth section of which provided "that 
upon the sale of any of the franchises of either of the railroad 
companies by the commissioners under the provisions of this 
act, all the rig fits, privileges, and immunities appertaining to 
the franchise so sold, under its act of incorporation, and the 
amendments thereto, and the general improvement law of the 
state and acts amendatory thereof, shall be transferred to and 
vest in such purchaser, and the purchaser shall hold said fran- 
chise subject to all liens and liabilities in favor of the state, as 
now provided by law against the railroad companies.'' 

On July 6, 1871, a decree was entered directing the said 
Nashville & Northwestern Railroad to be sold, at which sale 
the Nashville & Chattanooga Railroad Company, which has 
subsequently changed its name to the Nashville, Chattanooga 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 77 

& St. Louis Railway, became the purchaser. The amount paid 
for the road was $2,400,000, in bonds of the state, with the 
coui>ons of January, 1871, and subsequent coupons attached, 
subject to the condition that the claim of the Nashville & Chat- 
tanooga Railroad Company against the Nashville & Northwest- 
ern Railroad Company for expenditures made under the lease 
of the latter road to the former, amounting to $537, 000, should 
be paid out of the purchase money in bonds of the state, the 
Nashville & Chattanooga Railroad Company agreeing to take 
$700,000 of the bonds with the coupons attached in satisfaction 
of said debt. 

This sale was continued November 21, 1872, as will fully 
appear in minute book "W," p. 485, of the chancery court 
at Nashville, Tenn. 

Prior to the chancery court sale above mentioned, the Nash- 
ville & Northwestern Railroad Company had constructed its 
road from Nashville to Union City, Tenn., under its charter, 
and had purchased the Hickman & Obion Railroad, which was 
chartered both by the legislature of Tennessee (Acts 1S53-54, 
ch. 307, p. 685), and by that of Kentucky (Acts 1853-54, ch. 
781, p. 348), and which road extended from Union City, Tenn., 
to Hickman, Ky. The entire line of road from Nashville to 
Hickman, including that purchased from the Hickman & Obion 
Railroad Company, was sold under this decree, thus giving the 
purchaser a continuous line from Nashville, Tenn., to Hick- 
man, Ky. 

The sale of the Hickman & Obion Railroad to the Nashville * North- 
western Railroad was legal. It was authorized by Acts Tennessee, 
1855-56. ch. 2, p. 3, and by Acts Kentucky, 1855-50, ch. 142, p. 281, both 
of which acts are set out in the next chapter, as well as the charter of 
the Hickman A Obion Railroad Company, and the deed to its road. 

What franchises, etc., passed under the chancery court sale. 

The decree of sale in this case, under and by virtue of the 
Acts of 1870-1, ch. 23, above referred to, "ordered, adjudged, 
and decreed that all the right, title, claim, and interest of all 
parties to the suit in and to the Nashville & Northwestern Rail- 
road, its property and franchises, including the right to build 
a branch road from Huntingdon to Jackson, without any re- 



78 NORTHWESTERN BRANCH OF THE 

sponsibility on the part of the state, be, and the same are 
hereby, divested out of them and vested in the Nashville & 
Chattanooga Railroad Company, in absolute right, with all the 
rights and privileges heretofore determined by the decrees of 
this court, that belong to the purchasers of the road sold there- 
under, subject to the lien of the state for purchase money," 
etc. (See minute book "W," p. 485, in chancery court at 
Nashville: also book "V," p. 185.) 

1. The sale vested in the Nashville, Chattanooga & St. Louis Railway 
all the immunities from taxation contained in the original charter of the 
Nashville & Northwestern Railroad Company. 12 Lea, 583; 117 U. S., 
833. 

2. See charter itself, and amendments thereto, following, for enu- 
meration of franchises, rights, and immunities, all of which passed, save 
the unnecessary franchise in this instance of being a corporation. The 
latter franchise was unnecessary, as the Nashville & Chattanooga Rail- 
road Company was already incorporated. 

Width Of right Of way. The Nashville, Chattanooga & St. 
Louis Railway, having purchased all the property, rights, 
franchises, privileges, and immunities of this company, as above 
explained, it is now entitled, on the line of this road, to all the 
rights conferred in sees. 23 and 24 of the charter of the Nash- 
ville & Northwestern Railroad Company, which give a hundred 
feet on each side of the center of said road, in the absence of 
any contract with the original landowner to the contrary. 5 
Pick., 293. 

There can be no question of this, on that part of the road 
from Nashville to Union City, as that was constructed by the 
Nashville & Northwestern Railroad Company under its own 
charter. As to that part from Union City to Hickman, Ky., 
however, which was constructed by the Hickman & Obion 
Railroad Company, under its charter, before the Nashville & 
Northwestern Railroad Company purchased it, and which char- 
ter contained no such clause, there is room for argument. It 
is clear that no such right would exist in favor of the Hickman 
& Obion Railroad Company, should that company still be in 
existence and own the road. With the Nashville, Chattanooga 
& St. Louis Railway it is different. That company is the law- 
ful purchaser of the property, rights, franchises, and privileges 
of the Nashville & Northwestern Railroad Company. The 



NASHVILLE, CHATTANOOGA <& ST. LOUIS RAILWAY. 79 

charter of the latter company, in both Tennessee and Ken- 
tucky, authorized it to build a road from Nashville to Hick- 
man; and granted it one hundred feet on each side of the 
center of the road, in the absence of any agreement to the con- 
trary with the original landowner, from and to the points men- 
tioned as its termini. The mere fact that it purchased a farm, 
bridge, or even a railroad, lying within the limits of its author- 
ized extension, would not deprive it of its statutory franchises. 
If the Nashville & Northwestern Railroad Company had have 
only been chartered to run from Nashville to Union City, it 
might have been different. The purchase then of the Hickman 
& Obion Railroad might have vested it with only those fran- 
chises possessed by that company over that part of the road. 
As it was, however, it was chartered to run from Nashville to 
Ilii-kinan.) and all the rights, privileges, and franchises con- 
tained in its charter were granted over its entire route. It is 
true that by Acts Tenn., 1855-6, ch. 2, p. 3, the Nashville & 
Northwestern Railroad Company was allowed to change its 
western terminus to Union City, Tenn., but this act was not 
accepted, as it also authorized the purchase of the said Hick- 
man & Obion Railroad, which was done, thus extending its 
line to the western terminus originally mentioned in its charter. 
Should this act be construed, however, as changing the western 
terminus to Union City, it is even then an open question 
whether or not the rights, privileges, and franchises contained 
in the charter of the Nashville & Northwestern Railroad Com- 
pany and the Nashville, Chattanooga & St. Louis Railway do 
not spread out and embrace this road, as well as all after 
acquired roads, for the authority to purchase and operate other 
roads would doubtless, by implication, change the termini of 
the original road and constitute the road so purchased a part of 
its main stem. Thus, in New Jersey, it was held that " where 
a railroad sixty feet wide is purchased by another company 
which had power to condemn a hundred feet, the latter com- 
pany, after Gyrating the road for several years, might widen 
it to a hundred feet." 23 N. J. L., 323; 4 Vroom, 323; Rorer 
on Railroads, p. 331. 



80 NOKTHWESTERN BRANCH OF THE 

If the Hickman & Obion Railroad Company, therefore, had 
have only condemned fifty feet, the original landowners, when 
the Nashville & Northwestern Railroad Company and the Nash- 
ville, Chattanooga & St. Louis Railway Company threw the 
mantle of their franchises over the road, would have had the 
right to apply for an extra assessment of damages for the differ- 
ence in appropriation. If they failed to do so, they are now 
barred, and the Nashville, Chattanooga & St. Louis Railway 
Company should be entitled to one hundred feet on each side of 
the center of the road from Union City to Hickman. 

This question has never been decided in Tennessee, however, 
and a test case should be made before any extensive work is 
undertaken. 

For a general discussion of the right to take more than 100 feet on 
each side of the center of the road, when necessary for railroad pur- 
poses, see Eminent Domain, Right of Way, herein. Refer to index. 

Where Nashville & Northwestern Railroad Company incor- 
porated. The Nashville & Northwestern Railroad Company 
was chartered both in Tennessee and in Kentucky. The Ten- 
nessee charter alone is set out in this chapter. The succeeding 
chapter will contain all acts of Tennessee and Kentucky in ref- 
erence to the road. Among the latter acts will be found the 
Kentucky charter. The mere fact, however, that the Nash- 
ville, Chattanooga & St. Louis Railway purchased this road 
would not make it a domestic corporation of Kentucky. The 
Nashville, Chattanooga & St. Louis Railway has never been 

*/ 

chartered in any state save Tennessee, though it owns and 
operates many branches that were originally chartered in Ken- 
tucky, Alabama, and Georgia. Such purchases, however, did 
not operate to incorporate it in those states. Elliott on Rail- 
roads, sec. 26; 1 Hilton (N. Y.), 62; 30 N. J. L., 473; 31 
N. J. L., 531; 32 Ohio St., 468; 58 Pa. St., 26. See, how- 
ever, 85 Tenn., 189. 

Distance built When purchased. The entire line cf road 
from Nashville, Tenn. , to Hickman, Ky. , had been constructed 
when the Nashville & Chattanooga Railroad Company pur- 
chased this road. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 81 

ORIGINAL CHARTER OF NASHVILLE & NORTH- 
WESTERN RAILROAD COMPANY. 

[Acts Tennessee 1851-2, ch. 74. J 

SBC. i. Incorporation, name, general powers. He it en- 

<i<-f, if by the General Assembly of thf State of Tennessee, That 
for the purpose of establishing a communication by railroad 
between Nashville and the Mississippi river, beginning at Nash- 
ville and terminating on the Mississippi river, in Obion county, 
the formation of a company is hereby authorized, which, when 
formed, shaH be a body corporate by the name and 
style of the Nashville & Northwestern Railroad " ame - 
Company, * and by the said corporate name shall be capable to 
buy, receive by gift, hold, sell and convey real and j>ersonal 
estate as hereinafter provided, make contracts, sue Cenera , 
and be sued, make by-laws, and do all other acts Dwers.* 
properly incident to a corporation and necessary and proper to 
the transaction of the business for which it is incorporated, and 
to have and use a common seal, and the same to alter and de- 
stroy at its pleasure, and have perpetual succession of members. 

1. *Name changed. After the purchase by the Nashville & Chatta- 
nooga Railroad Company, as heretofore explained, of the properties, 
franchises, rights, privileges, immunities, etc., of this company, it filed 
a bill in the chancery court at Nashville, Tenn., and, among other things, 
asked that the name of this company be changed to the Nashville, Mem- 
phis & St. Louis Railway. ' This was granted, as per decree of May 14, 
1872, entered in minute book V, pp. 185-192 of said court. This was 
clearly within the powers of the chancery court at that time. 3 15ax., 
98; 1 Tenn. Ch. Rep., 83, 95, 97; 12 Lea, 97; 11 Lea, 3; 9 Lea. 380. Subse- 
quently, however, the Nashville it Chattanooga Railroad Company, filed 
another bill, alleging it had purchased this road, and had its own name 
changed to the Nashville, Chattanooga & St. Louis Railway. See decree 
rendered May 30, 1873, in chancery court at Nashville in book X, pp. 220- 
222, which decree is also inserted herein. After this was done the name 
of the Nashville, Memphis & St. Louis Railway was abandoned, as its 
road had been absorbed by purchase into the general system of the 
Nashville, Chattanooga & St. Louis Railway. 

2. Incorporated in what states. In addition to this charter granted 
by the State of Tennessee, the legislature of Kentucky, on March 8, 
1856, passed an act setting out this charter in full, and " rc-cnnrtc<l and 
tuJoptetl It," together with the amendments passed by the legislature of 
Tennessee, on February 28, 1852. and February 15, 1S54, with all the 
privileges, franchises, powers, and responsibilities conferred and granted 
by said charter, so far as the same were applicable and not inconsistent 
with the constitution of Kentucky. This act, together with all others 
of Tennessee and Kentucky relating to the road, are set out in the next 
chapter. 

6 



82 ORIGINAL CHARTER NORTHWESTERN BRANCH 

As will be seen, this act made the Nashville & Northwestern Railroad 
Company a domestic corporation of Kentucky, and gave it certain ad- 
vantages which will be more fully explained hereafter. 

The mere fact, however, that the Naxhville, Chattanooga & St. Louis 
Railway purchased the railway would not make the said Nashville, Chat- 
tanooga fc St. Louis Kailwey a, domestic corporation of Kentucky. The 
Nashville. Chattanooga & St. Louis Railway has never been chartered 
in Kentucky, and is therefore a foreign corporation there, though it op- 
erates this branch in that state with all the rights, privileges, and fran- 
chises of the old company, which was a domestic corporation in Ken- 
tucky as well as Tennessee. 

3. f General powers. By Acts Tenn., 1865-6, ch. 91, p. 274, this com- 
pany was allowed to construct a branch road from Huntington, to con- 
nect with the Mississippi Central & Tennessee and the Mobile & Ohio 
Railroad. For terms and conditions, see act itself in chapter following. 

4. By Acts Tenn.. 1857-8, ch. 89, this company was empowered to unite 
its road with the Memphis, Clarksville & Louisville Railroad Company; 
to change the location of its route; to consolidate with the Mississippi & 
Tennessee Central Railroad. For terms, see act itself in chapter fol- 
lowing. 

5. By Acts Tenn., 1855-6, ch. 11, p. 3, this company was authorized to 
purchase the Hickman & Obion Railroad; also to fix its western termi- 
nus at the intersection of the Mobile & Ohio Railroad. For terms, see 
act itself in chapter following. 

6. By Acts Tenn., 1859-60, ch. 177, this company was authorized to 
lease or consolidate with the Mississippi Central Railroad Company, or 
to unite with any company whose road may connect with it in the direc- 
tion of New Orleans. For terms, see act itself in chapter following. 

7. By Acts Tenn., 1853-54, ch. 132, \ 7, this company was allowed, 
from its intersection with the Nashville & Memphis Railroad Company, 
and the Memphis, Clarksville & Louisville Railroad Company, the same 
right, power, and privilege to run its cars upon the tracks of either of 
said roads as is provided in the act chartering the Memphis & Charleston 
Railroad Company, at the point of intersection with the Nashville & 
Chattanooga Railroad Company. See act itself in chapter following. 

SEC. 2. Value of shares, books opened, commissioners. 

Books of subscription of thirty thousand shares to the capital 
Value of stock of said company, of one hundred dollars each, 
shares. shall be kept open for sixty days, between the hours 
of ten o'clock in the morning and four o'clock in the evening 
of each of those days, at the following places, and by the fol- 
lowing commissioners, to wit: 

At Nashville, Thomas Harding, Jacob McGavock, L. Da- 
vidson, - - Joslin, M. K. Cockrill, W. Dozier, H. Hoi- 
Commission- li nswor th, M. Barrow, W. Watkins, Samuel Wat- 
ers - kins, D. T. McGavock, Willoughby Williams, West 

H. Humphreys, A. W. Vanleer, Francis McGavock, Daniel 
Graham, John Harding, Clark Bosley, - - Newsom, - 
Atkinson, Bird Douglas, and Thomas Sheron. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 83 

At Charlotte, Sylvester Finley, Kol>ert McNeilly, Thos K. 
Grigsby, John C. Collier, and William H. Napier. 

At Waverly, John Wiley, T. B. Groin, Robert McCreary, 
V. S. Allen, H. H. Marable. 

At Canulen, William McCutchen, C. K. Wyley, W. P. 
Morris, E. Perkins, and D. P. Hudson. 

At Paris, B. C. Brown, J. W. Blanton, W. H. Thompson, 
J. C. McNeil, L. M. Tharp, and C. D. Venable. 

At Dresden, Win. Gleeson, Jno. A. Gardner, Collins Mc- 
Cutchen, James W. Hays, Alfred Gardner, and Win. Snapp. 

At Troy, - - Cochrane, P. Marberry, - - Moffat, 

W. S. S. Harris. 

At Dover, A. W. Wall, Samuel Graham, T. H. Atkins, 
Wm. B. Cherry, and J. M. Wall. 

Hy decree of chancery court at Nashville. May 14, 1872, minute book 
"V,"pp. 185-192, the charter was amended so that the capital stock 
should be eighteen thousand shares, of one hundred dollars each, and 
allowing the capital stock to be increased at any time. Hut see discus- 
sion of validity of chancery court amendments herein. 

SEC. 3. Subscriptions to StOCk, payment. That said com- 
missioners, or any two of them, at each of the places afore- 
said, shall receive subscriptions for stock in said railroad com- 
pany during the time the said books are directed to be kept 
open, and on each share so subscribed shall demand and receive 
the sum of five dollars in cash, or a note or check for the same, 
without which the subscription shall be void. 

1. Hy Acts Tenn., 1853-4, ch. 312, sec. 4. the company was allowed to 
receive subscriptions for three-quarters, half, and quarter shares, and 
issue certificates for same. 

2. Hy Acts Tenn., 1851-2, ch. 292, sec. 2, the charter was amended so 
that stockholders should not be required, upon subscribing, to pay more 
than one per cent, of their subscriptions. See, also. Acts of 1851-2, ch. 
285, sec. 12, which alsc amended the charter so that the acts of any 
three commissioners at any one place became valid without concurrence 
of whole board. 

3. By Acts 1857-8, ch. 60, p. 128, sec. 7, the company was given the 
extra time of two years in which to get the stock and prepare a section 
for the iron. 

SEC. 4. Deposit of money, commissioners, incorporation 

perfected, When. As soon as the time for receiving subscrip- 
tions, as aforesaid, shall have expired, the said commissioners 
shall, respectively, deposit all the money so received by them 



84 ORIGINAL CHARTER NORTHWESTERN BRANCH 

Depositor i n some incorporated bank, redeeming its notes in 
money. specie, to the credit of the Nashville & Northwestern 

Railroad Company, and subject to the order of the president of 
the board of commissioners, hereinafter appointed, and shall 
also furnish a correct list of all the subscribers to said stock, 
with the number of shares each subscriber has taken, to a board 
of commissioners to be composed of the following persons: 
Thos. Harding, A. W. Vanleer, - Atkinson, - - Newsom, 
B. Collier, Benj. Robertson, John Wiley, T. B. Gorin, Thos. 
McNeilly, T. K. Grigsby, S. Finley, T. Cooney, J. C. Currier, 
Wm. W. Moody, John H. Dunlap, J. C. D. Atkins, J. E. R. 
Commis- R a .Y> Em. Etheridge, J. W. Hays, A. G. Holden, 
sioners. p Marberry, W. U. Watkins, Dr. Head, Col. Wm. 

McCutchen, Wm. F. Dougherty, John Wiley, B. B. Spicer, 
T. B. Gorin, S. C. Pavatt, and James C. Dunlap, who may 
establish rules to govern their proceedings, choose their own 
president, and appoint such other officers and agents as they 
may think proper; and who, or a majority of whom, shall meet 
at Nashville on the third Monday in April next, to ascertain 
the whole number of shares taken in the said company, and 
publish the same in some newspaper printed in Nashville, on or 
before the first Monday in May next, and if the number of one 
thousand shares shall have been subscribed, on each of which 
there shall have been paid the sum of five dollars, the Nash- 
ville & Northwestern Railroad Company shall be regarded as 
incorporation f rm ed, and thenceforth, and from the day of the 
perfected. closing of the books of subscription as aforesaid, 
the said subscribers to the stock shall form a body corporate 
and politic, in deed and in law, by the name and for the pur- 
pose aforesaid, and in all things to be represented by the board 
of commissioners aforesaid, until the board of directors are 
elected, as hereinafter prescribed. 

By Acts Term., 1851-2. ch. 285, sec. 12, this charter was amended so 
that the acts of any three commissioners at any one place should be valid 
without the concurrence of all. 

SEC. 5. Books kept open, when; incorporation, commis- 
sioners. If on closing the books aforesaid, the number of one 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 

thousand shares shall not have been subscribed, then, and in 
that case, the said board of commissioners, bv them- , 

" BOOKS Kept 

selves or their agents, may receive subscriptions un- open - 
til the number of one thousand shares be taken; and whenever 
that number of shares shall be subscribed, the company shall 
be considered as formed, as having a corjKmite existence as 
aforesaid, and of which notice shall be given as hereinbefore 
directed, and may proceed to survey the route for the road and 
make an estimate of the cost of its construction; nevertheless, 
no conclusive and binding location of the road shall Commission . 
be made by the board of commissioners, but the ers- 
same may l>e left to the determination of the first board of di- 
rectors chosen by the stockholders. And the said board of 
commissioners may, by themselves or their agents, at such 
times and places as they may think proper, and upon such 
terms as to time and manner of payment as they may deem 
expedient, receive additional subscriptions until the numl>er of 
ten thousand shares shall have been subscribed, upon which 
the company may be formed, and the subscribers Incorpora . 
shall thenceforth form a body corporate as afore- tlod - 
said; Provided, the same shall be done on or Ixjfore the first 
day of January, 1858; and for the residue of the original num- 
ber of thirty thousand shares the said corporation, when organ- 
ized, may, in iike manner, receive additional subscriptions. 

SEC. 6. Reduction Of Shares. In case more than thirty 
thousand shares shall have been subscribed on closing the 
books, when they are first opened, the shares shall l>e reduced 
to that number by deducting the surplus shares from the high- 
est subscribers, placing them on equality of numbers as far as 
can be done, and, after such reduction, the holders of the re- 
maining shares shall form the company and be interested therein 
in proportion to the number of shares which they may then re- 
spectively hold. 

SEC. 7. Money returned if shares not subscribed. If, on 

closing the books on the first day of January, 1858, the num- 
ber of ten thousand shares shall not have l>een subscribed, the 
money paid by each subscriber shall be returned to him by the 



86 ORIGINAL CHARTER NORTHWESTERN BRANCH 

said board of commissioners after paying the expenses of open- 
ing the books and of making a survey and map of the route and 
estimate of the cost of the road, which the said commissioners 
are hereby authorized to have made as soon as practicable. 

SEC. 8. President and directors, how chosen. The affairs 

of said company shall be managed by a board of directors, to 
consist of fifteen, and who shall be chosen by the stockholders 
from their own body, and a president of the company shall be 
elected by the directors from their own numbers, in such man- 
ner as the regulations of the corporation shall prescribe. 

1. This section was affected by decree of chancery court at Nashville 
May 14, 1872, entered in minute book " V," pp. 185-92, so that the affairs 
of the company should be managed by the directors for the time being 
of the Nashville & Chattanooga Railroad Company, by which the presi- 
dent, and such other officers as may be determined by the by-laws, shall 
be elected or appointed. 

2. This road is now owned by the Nashville, Chattanooga & St. Louis 
Railway, whose directors control it as a part of its system. The directors 
of the general system are elected under the charter of the Nashville, 
Chattanooga & St. Louis Railway proper. See notes to sec. 8 of that 
charter. 

SEC. 9. Stockholders' first meeting, directors elected, by- 
laws. As soon as the number of one thousand shares shall 
have been subscribed, it shall be the duty of the commissioners 
appointed to declare the same, to appoint a time for the stock- 
holders to meet in Nashville, and to give notice thereof by pub- 
lication in some of the newspapers in Nashville, at which time 
and place the stockholders, in person or by proxy, shall pro- 
ceed to elect the directors of the company and to enact all such 
regulations, rules, and by-laws as may be necessary for the 
government of the corporation and the transaction of its busi- 
ness. The persons elected directors at this meeting shall serve 
for such period not exceeding one year as the stockholders may 
direct, and at this day the stockholders shall fix on the day the 
subsequent election of directors shall be held, and such election 
shall thenceforth be annually made. But if the day of the 
annual election shall pass without any election of directors, the 
corporation shall not thereby be dissolved, but it shall be law- 
ful on any other day to hold and make said election in such 
manner as may be provided by a by-law of the corporation. 

See notes to sections 8 and 9 of the charter of Nashville & Chattanooga 
Railroad Company, chapter 1, herein. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 87 

SEC. 10. Vacancies in board, how filled. The lx>ard of di- 
rectors may fill all vacancies which may occur in it during the 
period for which their hoard Khali have been elected, and, in the 
nliM-nce of the president, may till his place by electing a presi- 
dent pro tempore. 

See section 10 of charter of Nashville & Chattanooga Railroad Com- 
pany, herein. 

SEC. 11. Contracts and agreements binding without seal. 

All contracts and arrangements authenticated by the presi- 
dent of the l>oard shall be binding on the company without seal, 
or such other mode of authentication may be used as the com- 
pany, by its by-laws, may adopt. 

1. This section was amended by decree of chancery court May 14, 
1872, entered in minute book " V,"pp. 185-92, at Nashville, so as to read, 
"all contracts, authenticated by the president of the board shall be bind- 
ing 1 on the company without seal, and such other mode of authentication 
may be used as the by-laws may prescribe." 

As to validity of chancery court charters, however, see discussion 
herein; see index. 

2. Deeds require seal. Deeds to real estate, however, were required 
at common law to be under seal, and neither the above section nor $ 247S 
of the code (M. fc V.) change this law. The seal, in such cases, must be 
attached. 10 Pick. (Tenn.), 4f>0. 

See index for discussion of this. 

SEC. 12. Liability Of directors. The board of directors 
shall not exceed, in their contracts, the amount of the capital 
stock of the corporation, and of the funds which the company 
may have borrowed and placed at the disposal of the board; 
and in case they shall do so the president and directors who may 
be present at the meeting at which such contract or contracts 
so exceeding the amount aforesaid shall be made, shall be jointly 
and severally liable for the excess, both to the contract or con- 
tractors and to the corporation; Provided^ That anyone may 
discharge himself from such liability by voting against such 
contract and causing such vote to l>e recorded on the minutes 
.of the board and giving notice thereof to the next general 
meeting of the stockholders. 

See notes to sec. 12 of Nashville & Chattanooga Railroad charter for 
discussion of liability^ of directors. See, also, general discussion herein. 
Refer to index. 

SEC. 13. Exclusive transportation, freight charges. The 

said company shall have the exclusive right of transportation or 



88 ORIGINAL CHARTER NORTHWESTERN BRANCH 

conveyance of persons, goods, merchandise, and produce over 
said railroad by them to be constructed; Provided, That the 
cost of transportation or conveyance shall not exceed thirty-five 
cents per hundred pounds on heavy articles, and ten cents per 
cubic foot on articles of measurement, for every hundred miles, 
and five cents a mile for every passenger; And provided alo t 
That said company may, when they see fit, farm out their 
rights of transportation on said road, subject to the rates above 
mentioned. 

1. Amendment by chancery court. By decree of chancery court at 
Nashville, May 14, 1872, minute book "V,"pp. 185-92, this section was 
amended so as to read: ' Said company shall have the exclusive right of 
transportation or conveyance of persons, goods, merchandise, and pro- 
duce over the railroad by it controlled and managed or constructed." 
The balance was identical with the section above. 

For validity of this amendment, however, see discussion herein of 
chancery court amendments; refer to index. 

2. Rate of charge. See discussion under sec. 14 of Nashville & Chat- 
tanooga Railroad Company charter herein. 

3. Exclusive transportation. See notes to sec. 14 of Nashville & 
Chattanooga Railroad Company charter herein. 

SEC. li. Installments, SUitS for. The board of directors 
may call for the payment of ninety-five dollars on each share 
of stock in sums not exceeding ten dollars in every thirty days; 
Provided, That twenty days' notice be given of such call in at 
least one public newspaper of the state in which any of the 
stockholders may reside, and a failure to pay or secure to be 
paid, according to the rules of the company, any of the install- 
ments so called as aforesaid, shall induce a forfeiture of the 
share or shares on which default shall be so made and all pay- 
ments thereon, and the same shall vest in and belong to the 
company, and may be restored to the owner or owners by the 
board of directors if they deem proper, on the payment of all 
arrears, on such shares and legal interest thereon, or the direc- 
tors may waive the forfeiture after thirty days' default and sue 
the stockholder for the installments due, at their discretion. 

1. The legislature, by Act 1855-56, ch. 2. sec. 5, released the stock- 
holders in Henry and west of the Mobile <fe Ohio Railroad from their 
subscriptions to this road. 

2. By Acts 1855-56, ch. 104, p. 117, this railroad was authorized to 
issue stock, with consent of Davidson county court, to taxpayers for 
amount of annual tax paid or to be paid by them, by virtue of railroad 
bonds issued by county for this purpose. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 99 

SEC. 15. StOCk, hOW transferred. The stock of said com- 
pany may be transferred in such manner and form as may be 
directed by the by-laws of said corporation. 

Tliis section was re-enacted by decree in chancery court at Nashville, 
May 14, 1872, sec. S, minute book " V," pp. 185-1*2, in amending the other 
sei'tions of the charter. 

The stock in the Nashville, Chattanooga & St. Louis Railway now 
represents this road, as well as all others forming 1 the system. For 
method of stock transfers under that charter, see sec. Ifi. 

SEC. 16. Capital increased, hOW. The said company may, 
at any time, increase its capital to a sum sufficient to complete 
said road and stock it with everything necessary to give it full 
Operation and effect, either by opening books for new stock or 
by selling such new stock, or by borrowing money on credit of 
the company, and on the mortgage of its charter and works, 
and the manner in which the same shall be done in either case 
shall be prescribed by the stockholders at a general meeting; 
and any state or any citizen, corporation, or company of this 
or any other state or country may subscribe for and hold stock 
in said company, with all the rights and subject to all the 
liabilities of any other stockholder. 

1. This section was amended by decree of chancea-y court at Nashville, 
May 14. 1872, minute book " V," pp. 185-92, so that the capital stock 
could be increased at any time by two-thirds of entire number of di- 
rectors. See discussion herein, however, as to validity of this, liefer 
to index. 

2. The above section of the original charter gave the company only 
the limited power to issue bonds and mortgage its property to rmnitletc 
and c<jnii> its road, and for no other purpose. 4 1'ick. (Tenn.), 138. 

See sec. 17 of charter of Nashville & Chattanooga Railroad Company, 
ch. 1, herein. 

SEC. 17. Directors' annual report, may call general meet- 
ing. The board of directors shall, once in every year at least, 
make a full report of the state of the company and its affairs to 
a general meeting of the stockholders, and oftener if directed 
by a by-law, and shall have power to call a general meeting of 
the stockholders when the board may deem it expedient. 

See sec. 18 of charter of the Nashville * Chattanooga Railroad, herein. 

SEC. 18. Qualification of officers and voters. No i>erson 

but a bona fide stockholder in his own right of at least ten 
shares, which he shall have held at least three months previous 
to his election (except the first election), shall be president or a 



90 ORIGINAL CHARTER NORTHWESTERN BRANCH 

director of the company; nor shall any stockholder vote in per- 
son or by proxy at any general or other election (except the 
first), who shall not have held in his own right the shares on 
which he offers to vote, at least three months previous to such 
election. 

See note to sec. 19 of Nashville & Chattanooga Railroad Company 
charter herein, ch. 1. 

SEC. 19. Method and scale of voting for directors. Stock- 
holders may vote in person or by proxy, and, in the election 
of directors and in voting on all questions which come before a 
meeting of the stockholders, or which may be submitted to the 
decision of the stockholders in any other manner, the vote shall 
be taken according to the following scale, viz. : Each stock- 
holder shall have one vote for each share he owns; Provided, 
That no individual, corporation, or company shall be entitled to 
more than five hundred votes. 

1. This section was also amended by decree of the chancery court at 
Nashville, May 14, 1872, minute book V, pp. 185-192, so as to read as fol- 
lows: "Stockholders may vote in pei'son or by proxy, and, in voting on 
all questions which may be submitted to the decision of the stockhold- 
ers, each stockholder shall be entitled to one vote to each share of stock 
owned by him or her. 

2. Previous to this the legislature, by Acts 1868-69, ch. 2, sec. 4, had 
allowed all charters to be amended to the same effect, if the company 
desired. 

3. No elections are now held under this charter. The board of direc- 
tors of the whole system are elected and all corporate business trans- 
acted under the charter of the Nashville, Chattanooga & St. Louis Rail- 
way. See section 20 of said charter. 

SEC. 20. Real property may be purchased for what. That 

said company may purchase, have and hold in fee or for a term 
of years, any lands, tenements, and hereditaments which may 
be necessary for said road or appurtenances thereof, or for the 
erection of depositories, storehouses, houses for the officers, 
servants, or agents of the company, or for workshops or foun- 
dries to be used for said company, or for procuring timber, 
stones, or any other materials necessary for the construction of 
the road or its appurtenances, or for effecting transportation 
thereon, or for other purposes. 

For the purposes enumerated in the above section, the railway cannot 
condemn, but must rely upon its purchasing power therein conferred. 11 
Hum., 347. See general discussion of this under Eminent Domain, 
herein: refer to index. 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 91 

SEC. 21. Crossing roads and water courses. That aid 

company shall have the right, when necessary, to construct the 
said road, or any branch thereof, across or along any public 
road or water course; Provided, That the said road and the 
navigation of such water course shall not be thereby obstructed. 

1. For crossing- of Tennessee river, see sec. 43 of this charter. 

2. Where the railroad crosses public roads already in use, it must, 
unless relieved by statute, not only restore the public road, but erect 
and maintain perpetually all structures, and keep up all repairs made 
necessary by such crossing, for the safety and convenience of the pub- 
lic. 3 Pick. (Tenn.), 712. But this law does not apply where a public 
road subsequently crosses the railroad. See discussion herein of this 
subject; refer to index. 

3. The term " public road " in this charter does not embrace the streets 
and alleys of a city. 3 Head, 596. 

4. The temporary and necessary obstruction of navigation in the con- 
struction or repair of a bridge is not unlawful under this section, nor 
within the prohibition of \ 1527 of the Code (M. & V.) of Tenn.; Pick. 
(Tenn.), 638. But see 5 Sneed, 427; 1 Bax.. 55. 

See sec. 22 of charter of Nashville it Chattanooga Railroad Company, 
herein. 

SEC. 22. Purchase Of bridges, roads, etc. The said com- 
pany may purchase, have and hold any bridge or turnpike road 
over which it may be necessary to pass, and, when such pur- 
chase is made, to hold the said bridge or turnpike road on the 
same terms and with all the rights which belong to the indi- 
vidual, individuals, or corporation from which such purchase 
may be made; Provided, That the said company shall not ob- 
struct any public road without constructing another as con- 
venient as may be. 

1. The term, "as convenient as may be," in the above section, does 
not mean that the new road must be as convenient and easy of passage 
and as ftafc as the old road, but that it must be so constructed as to an- 
swer the purposes of the traveling- public, and be made as easy and con- 
venient as the nature of the ground will permit, having regard to the 
rights of the public, and not requiring unreasonable outlays of money 
by the company. 1 Bax. (Tenn.), 55. 

2. This section was amended by decree of the chancery court at Nash- 
ville, May 14, 1872, minute book V, pp. 185-192. sec. t. so as to read: "The 
said company may purchase, have and hold any bridge or turnpike or 
other road over which it may be necessary to pass, ami, when such pur- 
chase is made, to hold the said bridge or turnpike or other road on the 
same terms and with all the rights which belong to the individual or 
corporation from which such purchase may be made. 

3. As to validity of this, see discussion of chancery court amendments 
herein. Refer to index. See sec. 23 of Nashville !t Chattanooga Rail- 
road Company charter, herein. 4 

SEC. 23. Condemnation for right of way. Where any 



92 ORIGINAL CHARTER NORTHWESTERN BRANCH 

lands or rights of way may be required by the said company 
for the purpose of constructing their road, and for want of 
?anditaken 0r agreement as to the value thereof, or from any 
taie a d scer other cause, the same cannot be purchased from the 
owner or owners, the same may be taken at a valuation to be 
made by five commissioners, or a majority of them, to be ap- 
pointed by the circuit court of the county where some part of 
the land or right of way is situated, and the said coinmis- 
By sworn com- S i ners 5 before they act, shall severally take an oath 
missioners. before some justice of the peace faithfully and im- 
partially to discharge the duty assigned them. In making 
said valuation the commissioners shall take into consideration 

Commission- the loss or damage which may occur to the owner 
ers to consider /. , , , 

what. or owners of the land in consequence of the 

land being taken or the right of way surrendered, and also the 
benefit and advantage he, she, or they may receive from the 
erection or establishment of the railroad or works, and shall 
state particularly the nature and amount of each, and the excess 
of loss and damage, over and above the benefit and advantage, 
shall form the measure of valuation of the said land or right 
of way. The proceedings of said commissioners, accompanied 
with a full description of the said land or right of way, shall 
be returned under the hands and seals of a majority of the 
commissioners to the court from which the commission issued, 
there to remain a matter of "record. In case either party to the 
proceedings shall appeal from the valuation to the next session 
of the court granting the commission, and give reasonable notice 
to the opposite party of such appeal, the court shall order a 
new valuation to be made by a jury, who shall be charged 
therewith in the same term, or as soon as practicable, and their 
verdict shall be final and conclusive between the parties unless 
a new trial shall be granted, and the lands or right of way so 
valued by the commissioners or jury shall vest in the said con> 
pany in fee simple, so soon as the valuation may be paid, or 
when refused, may be tendered, to the extent of two hundred 
feet wide. Where there may be an appeal, as 
aforesaid, from the valuation of the commissioners 



NASHVILLE, CHATTANOOGA A ST. LOl'IS RAILWAY. 93 

of either of the parties, the siune shall not prevent the works 
intending to IK constructed from proceeding, but where the 
appeal is by the company requiring; the surrender, they shall 

be at liberty to proceed with their works only on ., 

* worK TO pro- 
condition of giving to the opposite party a bond ceed - bow - 

with good security, to be approved by the clerk of the court 
where the valuation is returned, in a penalty equal to double 
the said valuation, and interest, in case the same be sustained: 
and, in case it be reversed, for the payment of the valuation 
thereafter to be made by the jury and confirmed by the court: 
Provided) That when the land cannot be had by gift or pur- 
chase, the operations of the work are not. to be hindered or 
delayed during the pendency of any proceeding to assess its 
value as aforesaid, nor shall any injunction or siq>ersedeas be 
awarded by any judge or court to delay the progress of said 
work. 

1. The Nashville, Chattanooga fc St. Louis Railway having purchased 
all the property, rights, franchises, privileges, and immunities of this 
company, it has fallen heir to all the rights of this and the succeeding 
section. Hence, if the right of way of this company was not originally 
paid for by it, and there is no contract with the landowner to the con- 
trary, the Nashville, Chattanooga & St. Louis Railway, as the owner of 
this branch, would now bt entitled to one hundred feet on each side of 
center of track when necessary for railroad purposes. ."> 1'ick., 293. 

2. Land may be condemned on this branch for ni>i>r<m<-hcft to road for 
persons and vehicles, and for places for receiving, delivering, loading, 
and unloading goods, merchandise, etc., but not for land for the purpose 
of depositories, storehouses, workshops, and houses for agents, etc. 11 
Hum., 347. 

3. See general discussion herein under Eminent Dntmiin. See, also, 
notes to sec. 24 of charter of Nashville .t Chattanooga Railroad Company 
herein, ch. 1. 

SEC. 24. In absence of contract, right of way one hundred 

feet, when. In the absence of any contract with the said com- 
pany in relation to lands through which the said road may pass, 
signed by the owner thereof, or by his agent, or any claimant or 
person in possession thereof, which may l>e confirmed by the 
owner, it shall be presumed that the land upon which the road 
may be constructed, together with a space of one hundred feet 
on each side of the center of said road, has l>een granted to the 
company by the owner thereof, and the said company shall have 
good right and title thereto, and shall have, hold, and enjoy the 
same as long as the same be used only for the purj^ses of the 



94r ORIGINAL CHARTER NORTHWESTERN BRANCH 

road, and no longer, unless the person or persons owning the 
said land at the time that part of the road which may be on 
said land was finished, or those claiming under him, her, or 
them, may apply for an assessment for the value of said lands 
as hereinafter directed, within five years next after that part of 
said road was finished, and, in case the said owner or owners, 
or those claiming under him, her, or them, shall not, within 
five years after the said part was finished, apply for such as- 
sessment, he, she, or they shall be forever barred from recover- 
ing the said land or having any assessment or compensation 
therefor; Provided, Nothing herein contained shall affect the 
rights of femes covert or infants until two years after the re- 
moval of their respective disabilities. 

For discussion of this section, see notes to section 25 of the charter of 
the Nashville fe Chattanooga Railroad Company. The two sections are 
the same. See, also, general discussion herein under Eminent Domain. 
Refer to index. The Nashville, Chattanooga & St. Louis Railway, in 
purchasing- this road, acquired all the rights and privileges of this sec- 
tion. 

SEC. 25. Forfeiture and penalty for intrusion. if any per- 
son shall intrude upon the said railroad, or any part thereof, 
by any manner of use thereof, or of the rights and privileges 
connected therewith, without the permission or contrary to the 
will of said company, he, she, or they shall forthwith forfeit to 
the said company all the vehicles that may be intruded on said 
road, and the same may be recovered by suit at law, and the 
person or persons so intruding may also be indicted for misde- 
meanor, and, upon conviction, fined and imprisoned by any 
court of competent jurisdiction. 

This section was re-enacted by decree of chancery court at Nashville, 
May 14, 1872, sec. 12. minute book "V,"' pp. 185-192, in amending the 
other sections of the charter. 

As to the misdemeanor, see 3 Hum., 481-483. 

SEC. 26. Obstructing or damaging road or bridge, punish- 
ment. If any person shall willfully or maliciously destroy, or 
in any manner hurt, damage, or obstruct the said railroad or 
any bridge or any vehicle used for or in the transportation 
thereon, such person or persons so offending shall be liable to 
be indicted therefor, and, on conviction, shall be imprisoned 
not more than six nor less than one month and pay a fine of not 



NASHVILLE, CHATTANOOGA <fc ST. LOUIS RAILWAY. '.'." 

less than twenty dollars, and shall be further liable to pay all 
the expenses of repairing the same, and it shall not be compe- 
tent for any person so offending against the provisions of this 
charter to defend himself by pleading or giving in evidence that 
he was the owner or agent or servant of the owner of the land 
where such destruction, hurt, damage, injury, or obstruction 
was done or caused at the time the same was caused or done. 

Subsequent legislation has rendered this section of the charter un- 
necessary if not inoperative. See notes to section 27 of the charter of 
the Nashville fc Chattanooga Railroad Company, chapter 1, herein. The 
sections are the same, and hence notes are here omitted. 

SEC. 27. Obstruction a public nuisance. Every obstruction 
to the safe and free passage of vehicles on the said road shall 
be deemed a public nuisance, and may be abated as such by an 
officer, agent, or servant of the company, and the person caus- 
ing such obstruction may be indicted and punished for erecting 
a public nuisance. 

The word "obstruction," as used by railroad men, is not a term of 
art as requires explanation by an expert. G Heis., 347. See. also, 3 
Head, 522; 1 Kax., 55. 

SEC. 28. Storage Charges allowed, When. The said com- 
pany shall have the right to take, at the storehouses they may 
establish, or next to their railroad, all goods, wares, merchan- 
chandise, or produce intended for transportation, prescribe the 
rules of priority, and charge and receive such just and reason- 
able compensation for storage as they, by rules, may establish, 
which they shall cause to Ire published, or as may be fixed by 
agreement with the owner, which may be distinct from the 
rates of transportation; I *roi< idt.il, That the said company shall 
not charge or receive storage on goods, wares, or produce 
which may bo delivered to them at their regular depositories 
for immediate transportation, and which the company may 
have no power of transj)orting immediately. 

See notes to sec. 29 of the charter of the Na-shville fe Chattanooga 
Railroad Company, chap. 1, herein. 

SEC. 2!>. Dividends, paid When. The profits of the com- 
pany, or so much thereof as the l>oard of directors may deem 
advisable, shall, when the affairs of the company will permit. 



96 ORIGINAL CHARTER NORTHWESTERN BRANCH 

be semiannually divided among the stockholders in proportion 
to the stock each may hold. 

See notes to sec. 31 of the charter of the Nashville & Chattanooga 
Railroad Company, herein. Dividends are now paid under the charter 
and by-laws of that company. 

SEC. so. Banking prohibited, may insure. The said com- 
pany is hereby expressly prohibited from carrying on any 
banking operation, but may effect insurance on lives and prop- 
erty transported on the road. 

See notes to sec. 31 of the charter of the Nashville & Chattanooga 
Railroad Company, chap. 1. herein. 

SEC. 31. Crossings Of roads and lands. Wherever, in the 

construction of said road, it shall be necessary to cross or in- 
tersect any established road or way, it shall be the duty of the 
company to construct said road across such established road or 
way as not to impede the passage or transportation of persons 
or property along the same; or where it shall be necessary to 
pass through the land of any individual, it shall be their duty 
to provide for such individual a proper wagon way or ways 
across said road from one part of his road to the other. 

See notes to sec. 32 of the charter of the Nashville & Chattanooga 
Railroad Company. The two sections are the same. 

SEC. 32. Additional powers. The said company shall pos- 
sess such additional powers as may be convenient for the due 
and successful execution of the powers granted in this charter 
and for the successful construction and management of the 
work. 

See notes to section 33 of charter of Nashville & Chattanooga Rail- 
road Company, herein. 

SEC. 33. Exemption from military, jury, and road duty. 

The president, directors, clerks, agents, officers, and servants 
of said company shall be exempt from military duty, except in 
cases of invasion or insurrection, and shall also be exempt from 
serving on juries and working on public roads. 

This is class legislation and unconstitutional. 4 Lea, 316; 91 Ala., 70; 
53 A. & E. R. R. Cases, 37. 

SEC. 34. Slaves, power tO buy. The company shall have full 
power and authority to purchase and own such number of slaves 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 97 



l>e necessary for the construction of said road and for 
keeping the same in repair. 

Slavery abolished by constitution of 1870. 

SEC. 35. Directors trustees on dissolution. If, by decree 

or otherwise, the said corporation shall be dissolved, the pres- 
ident and directors of sai.l company are created trustees, with 
such |M)wers only as may be necessary to collect the debts due 
the company, preserve the property, pay the debts, and dis- 
tribute the property and effects of the company to those who 
may be entitled thereto under the charter. 

This company is now dissolved, though its rights. privileges, fran- 
chi*i-s. and immunities belong to the Nashville, Chattanooga & St. Louis 
Railway, and are exercised by it. See sec. 37 of charter of that com- 
pany, herein. 

SEC. 36. Exemption from taxation. The capital stock of 
said company shall be- forever exempt from taxation, and the 
road, with all its fixtures and appurtenances, including work- 
shops, warehouses, and vehicles of transportation, shall be 
exempt from taxation for the period of twenty years from the 
completion of the road, and no longer. 

1. The Nashville, Chattanooga & St. Louis Railway, having purchased 
this road under proceedings instituted by the state, the immunity from 
taxation passed to it by the sale, as well as all its other rights, privileges, 
franchises, and immunities. 12 Lea, 583; 117 U. S., 833. 

2. Exemptions from taxation in charters prior to the constitution of 
1870. and accepted by the corporators and acted upon, is a contract bind- 
ing upon the state, which cannot be impaired. 2 Pick.. 614; 13 Lea, 400; 
'.i llnx., 442; 3 Pick., 155; 8 Bax., 539; 80 U. S., 568; 87 U. S., 282; 83 U. S., 
320; 117 U. S., 129. 

SEC. 37. Road tO be completed, When. The railroad author- 
ized by this act shall be commenced within three years after 
the passage of this act, and shall be finished within ten years 
thereafter, otherwise the charter hereby granted shall be void. 

1. This section was amended by Acts Tenn., 1853-54, ch. 312, sec. 2, so 
as to allow the company three years from the passage of the act to com- 
mence their work, and four years from the passage of the act to complete 
a section of thirty miles, ready to receive the iron rails, and that the 
company should receive the state aid as provided by. the act of February 
11, 1852, entitled "An act to establish a system of internal improvement 
in this state," provided the road should be located through Dickson 
county. 

2. By Acts Tenn., 1853-54, ch. 132, sec. 7, the railway was given four 
years to complete the first thirty miles of said road, as provided by act 
of February 11, 1852. 



98 ORIGINAL CHARTER NORTHWESTERN BRANCH 

By Acts- 1857-58, ch. 60, p. 128, sec. 7, the company was granted an 
additional two years in which to g-et the stock and prepare a section for 
the iron. 

SEC. 38. Branches, who may build, duty of this road as to. 

Any individual or individuals, company or body corporate, 
with permission of the legislature of this state, may hereafter 
construct branches to connect with the Nashville & Northwest- 
ern Railroad, and it shall be the duty of said company, when 
required, to receive on their road the full loaded freight cars 
from such branches and transport the same to their destina- 
tion, and to return them without changing the loads thereof 
or charging for the goods, wares, merchandise, and produce 
therein any greater rate of freight than they charge for simi- 
lar goods, wares, merchandise and produce in their own cars; 
Provided, That the company shall not be compelled to receive 
said cars on their road unless they are constructed in the same 
manner and are of equal strength with their own cars, of which 
the engineer of the main road shall be the judge; And provided^ 
That the company shall not be required to receive any car from 
such branches without receiving payment for at least twenty 
miles transportation; And provided aho, That the said com- 
pany shall be entitled to similar and equal privileges on such 
branches constructed to unite with their road with the same re- 
straints. 

1. See notes to section 40 of the charter of the Nashville & Chatta- 
nooga Railroad Company, herein. 

2. By Acts 1865-66. ch. 91, p. 274. this company was allowed to build 
a branch road from Huntingdon to the Mississippi Central & Tennessee 
and the Mobile & Ohio railroads. For terms and conditions, see act 
itself in chapter following. 

SEC. 39. First election, number of directors, by-laws. 

That the board of commissioners of the Nashville & North- 
western Railroad is hereby authorized and empowered to ap- 
Numberof Pi n t three judges and two clerks for the purpose of 

holding an election for fifteen directors of said com- 
pany, and upon the certificate of said judges the said directors 
shall be authorized to qualify as directors, and to make all 
Rules and ru ^s, regulations, and by-laws necessary for the 

government of said company and the management of 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 99 

its affairs, and not inconsistent with the general laws of the 
land. 

SEC. 40. Judges and clerks of election, how appointed. 

That the lx>ard of directors of said company shall have power 
to appoint three judges and two clerks, from year to year, for 
the purpose of holding an election for directors. 

The charter of the Nashville & Chattanooga Railroad Company now 
controls this. 

SEC. 41. Dividends before completion, how paid. That the 

said company be required to estimate and credit, semiannually, 
to the several holders thereof, a sum equal to six per centum 
per annum on the capital stock of said company actually paid 
in, to be charged to the cost of construction until the road opens 
for business, provided a majority of the stockholders, at their 
first regular meeting, agree thereto. 

SEC. 42. Work tO Commence Where. That when a sufficient 
portion of the stock of the company is taken to commence 
work on said road that the work be commenced at the same 
time at Nashville and at the Mississippi River, and that the 
work be thus continued until said road be completed. 

This section was amended by Acts Tenn., 1853-4, ch. 312, sec. 1, so as 
to read as follows: "That the president and board of directors of the 
Nashville fe Northwestern Railroad Company may commence the work 
on said road where it intersects the Mobile & Ohio Railroad, in Obion 
county, Tennessee, at the point where the cheapest and most practicable 
route to the Madrid Bend will strike said Ohio fe Mobile Railroad, to be 
ascertained by a sworn engineer, and prosecute their work eastwardly 
from that point, instead of commencing 1 on the Mississippi River, as 
required in the fortj'-second section of their charter, and also on both 
banks of the Tennessee River, if, in the opinion of the board of directors, 
it is expedient to do so; Provided, That no call shall be made on the stock- 
holders residing west of the Mobile & Ohio Railroad until that part of 
the Nashville fe Northwestern Railroad lying west of the Mobile & Ohio 
Railroad is under contract; And provltled further, That this amendment 
shall not be binding upon the company or become a part of its charter 
until the same is ratified at a general meeting of the stockholders in said 
company [called for the purpose by order of the board of directors] by 
a vote of a majority in the interest of the stockholders, counting the 
votes according to the basis fixed in the charter of said company in the 
election of directors." 

SEC. 43. Bridge across Tennessee river, how constructed. 

That in the construction of a bridge across the Tennessee river, 
for the purpose of avoiding any interference with the naviga- 
tion of said river, it shall be the duty of said company to build 



100 ACTS AMENDING CHARTER NORTHWESTERN BRANCH 

said bridge at least thirty feet above extreme high water mark, 
between any two piers the company may deem best, and the 
distance between the two so selected shall be at least one hun- 
dred and fifty feet, so as to afford free and safe passage for all 
size boats. (Acts 1851-52, ch. 74; passed January 22, 1852.) 

1. This section was amended b3>- Acts Tenn. , 1853-54, ch. 312, sec. 3, so 
as to allow the company to construct a drawbridge across the Tennessee 
river, so as not to obstruct the free navigation of said river. 

2. Congress acts. Uy acts of congress, 1888 and 1890, the determina- 
tion of the character of bridges, etc., over all luivkjnble streams has been 
taken from the state legislatures. Prior to this time, congress had no 
jurisdiction over the navigable waters within the territorial limits of a 
state, as there was no common law of the United States independent of 
statute. Until congress acted, therefore, the matter rested with the 
state. Hence, the above acts. Since congress has taken charge, how- 
ever, these state acts are of no particular value. The bridge must be 
constructed according to the acts of congress, which it now is. 

3. For method of procedure in building or repairing bridges over nav- 
igable streams, under act of congress, see herein. Refer to index. 



CHAPTER IV. 

ACTS AND DECREES AMENDING CHARTER OF, AND RELATING 

TO, THE NASHVILLE <fr NORTHWESTERN RAILROAD 

COMPANY IN TENNESSEE AND KENTUCKY. 

ACTS OF TENNESSEE AMENDING CHARTER. 

1. Charter amended, stockholders not to pay more than one 
per cent, of subscription, when. 

SEC. 2. Be it further enacted, That the charter of the Nash- 
ville & Northwestern Railroad Company shall be so amended 
that the stockholders shall not be required, upon subscribing, 
to pay more than one per cent, of their subscriptions, and not 
that unless required by the commissioners. (Acts Tenn. , 1851-2, 
ch. 292, sec. 2; passed February 27, 1852.) 

This was re-enacted during the same sitting of the legislature, with 
the addition that ' the acts of any three of the commissioners at any one 
place may be valid without the concurrence of the whole board. Acts 
1851-2, ch. 285, sec. 12; passed February 28, 1853. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 101 

2. Charter amended; may build branch road from Huntingdon 

to Jackson; franchises, right of way of branch. 

SECTION 1. Be it enacted by t/te General Asxenibly of the 
State of Tennessee, That the Nashville & Northwestern Railroad 
Company he, and is hereby, authorized to construct a branch 
road from the town of Huntington, in Carroll county, to a con- 
nection with the Mississippi Central & Tennessee and the Mo- 
bile & Ohio Railroad, at the town of Jackson, or with the 
Memphis & Ohio Railroad, or at any point the company may 
determine and elect, in Madison county. 

SEC. 2. That in the construction of said branch road the 
Nashville & Northwestern Railroad Company shall Powersof 
be entitled to all the rights and benefits conferred branch road - 
upon the Mississippi Central and Tennessee Company by the 
seventh section of an act passed February 8, 1854, ch. 131. 

SEC. 3. That in securing the right of way for said branch 
road, constructing the roadbed and bridges, and erecting depots 
and other necessary buildings, and operating the Construct | 0n 
same, the said Nashville & Northwestern Railroad etc 
Company shall be entitled to all the rights, powers, and priv- 
ileges, and subject to all the liabilities and restrictions provided 
and imposed in its original charter for the regulation of its 
main lino of road. 

SEC. 4. That this company shall be subject to such general 
laws as now or may hereafter be enacted for the government of 
railroad companies. (Acts Tenn., 1S65-6, ch. 91, p. 274; 
passed May 22, 186*5. 

3. Charter amended ; allowed to commence work where and 

how; time to complete extended; drawbridge across 
Tennessee river allowed ; subscriptions for stock in reg- 
ulated. 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennessee, That the forty-second section of an act en- 
titled "An act to charter the Nashville & Northwestern Rail- 
road," passed January, 1852, be so amended as to read as fol- 
lows: That the president and board of directors of the Nashville 
& Northwestern Railroad Company may commence the work 



102 ACTS AMENDING CHARTER NORTHWESTERN BRANCH 

on sa * ( l roa( * wnere ^ intersects the Mobile & Ohio 



May commence 

work where. Railroad, in Obion county, Tennessee, at the point 

where the cheapest and most practicable route to the Madrid 
bend will strike said Ohio & Mobile Railroad, to be ascertained 
by a sworn engineer, and prosecute their work eastwardly from 
that point, instead of commencing on the Mississippi river, as 
required in the forty -second section of their charter, and also 
on both banks of the Tennessee river, if, in the opinion of the 
board of directors, it is expedient to do so; Provided, That no 
call shall be made on the stockholders residing west of the 
Mobile & Ohio Railroad until that part of the Nashville & 
North western Railroad lying west of the Mobile & Ohio Rail- 
road is under contract; And provided further, That this 
amendment shall not be binding on the company or become a 
part of its charter until the same is ratified at a general meet- 
ing of the stockholders in said company (called for the purpose 
by order of the board of directors), by a vote of a majority in 
the interest of the stockholders, counting the votes according 
to the basis fixed in the charter of said company in the election 
of directors. 

SEC. 2. That the thirty-seventh section of an act entitled 
"An act to incorporate the Nashville & Northwestern Railroad 
Extension Company," passed January 22, 1852, ch.*74, be 
so amended as to allow said railroad company three 
years from the passage of this act to commence their work, 
and four years from the passage of this act to complete a sec- 
tion of "thirty miles" ready to receive the iron rails, and 
that said company shall receive the state aid as provided by the 
act of February 11, 1852, entitled "An act to establish a sys- 
tem of internal improvements in this state; " Provided, That 
the Nashville & Northwestern Railroad shall be located through 

c^ 

Dickson county. 

SEC. 3. That the forty-third section of the charter of the 

Nashville & Northwestern Railroad Company be so 
Bridge. J 

amended as to allow said company to construct a 

drawbridge across the Tennessee river, so as not to obstruct 
the free navigation of said river. 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 103 

SEC. 4. That the said company be, and they are hereby, 
allowed to receive subscriptions for three-quarters, Fractlons 
half, and quarter shares of stock, and issue certiti- of stock - 
cates for such fractional shares of stock. (Acts Tenn., 1853-4, 
ch. 312; passed February 1, 1854.) 

4. Charter amended, fixing western terminus; may purchase 
or lease Hickman & Obion Railroad, how, or buy stock 
in; stockholders in Henry county and west of Mobile 
& Ohio provided for. 

SECTION 1. Be it enacted by the General Aweinldy of the State 
of Tenntswe, That the charter of the Nashville & Northwestern 
Railroad Company be, and the same is hereby, so amended as 
to fix the western terminus of said road at the point of its in- 
tersection with the Mobile & Ohio Railroad. 

SEC. 2. That the said Nashville & Northwestern Railroad 
Company is hereby authorized to purchase the Hickman & 
Obion Railroad * or three-fourths of the stock in . 

Purchase or 

said company, and obtain a lease of said road for {5Sn 
a period of not less than one thousand years, and R * nro d - 
operate it as their own railroad, on such terms as the said two 
companies may agree on, and that said Hickman & Obion Rail- 
road Company is hereby authorized and empowered to make 
such sale and transfer Or lease. 

SEC. 3. That whenever the Nashville & Northwestern Rail- 
road Company shall have purchased said Hickman & Obion Rail- 
road Company, or three-fourths of its stock, and taken a lease 
of said road for not less than a thousand years, and graded and 
bridged a section of thirty miles from the Mississippi river at 
Hickman eastwardly, on a section extending from said river to 
Dresden, and provided the cross-ties for the same, the coupon 
bonds of the State of Tennessee shall issue to the Nashville & 
Northwestern Railroad Company at the rate of ten thousand 
dollars per mile on so much of said section as may lie within 
this state, on the same terms and conditions in all other respects 
as stute bonds are issued to other railroad companies under the 
internal improvement laws of this state. 

SEC. 4. That whenever said Nashville & Northwestern Rail- 



10-4 ACTS AMENDING CHARTER NORTHWESTERN BRANCH 

road Company shall have graded and bridged an additional sec- 
tion of not less than ten miles eastwardly from the 
Mobile & Ohio Railroad, and prepared the cross- 
ties for the same, an issue of ten thousand dollars per mile of 
state bonds shall be made to said company, to iron and equip 
said section; and so on for each additional section of ten miles, 
as is provided by act of the general assembly of 1853-54. 

The word "eastwardly" in the above section was struck out by the 
Acts of 1855-56, ch. 186, p. 326. sec. 35. 

SEC. 5. That the stockholders in Henry and the stock- 
holders living west of the Mobile & Ohio Railroad, be, and 
stockholders they are Dere ^y released from their subscriptions 
released. to tne Nashville & Northwestern Railroad Com- 
pany. (Acts Tenn., 1855-56, ch. 2, p. 3; passed November 
16, 1855.) 

1. *The Hickman & Obion Railroad Company was chartered by the 
Acts Tenn., 1853-54, ch. 307, p. 685, and by Acts Ky., 1853-54, ch. 781, p. 
348, to extend from Hickman. Ky.. to the Mobile & Ohio Railroad, in 
Obion county, Tenn. Sec. 25 of its charter also gave it power to con- 
struct its road to Dresden, Tenn.. in the event the Nashville & North- 
western Railroad Company did not build that far west. The Nashville 
& Northwestern Railroad Company built to Union City, however, and 
then purchased the Hickman & Obion Railroad. The Tennessee and 
Kentucky charters of the latter road were identical. 

2. Under this authority the Nashville & Northwestern Railroad Com- 
pany purchased the Hickman & Obion Railroad. The authority was 
also g-iven by the State of Kentucky by Acts 1855-56, ch. 142, p. 281. 

3. For convenience, the charter of the Hickman & Obion Railroad 
Company is inserted here, and is as follows: 

4. Original charter of the Hickman & Obion Railroad Company. 

(Acts Tennessee, 1853-4, p. 685.) 

SECTION 1. Incorporation, name, route, general powers. Be it en- 
acted by the General Assembly of the Kt<tte of Tennessee, That the president, 
directors, and stockholders of the joint stock company already formed 
to build a railroad from the town of Hickman, in the State of Kentucky, 
to the Mobile & Ohio railroad track in the county of Obion, in the State 
of Tennessee, in Houser Valley, be, and they are hereby, constituted a 
corporation and body politic, by the name and style of the Hickman & 
Obion Railroad Company, and by the said corporate name shall be au- 
thorized to sue and be sued, and to buy, receive by gift, hold, sell, and 
convey real and personal estate as hereinafter provided; make contracts, 
make by-laws, and do all other acts properly incident to a corporation, 
and necessary and proper in the transaction of the business for which 
said corporation is constituted ; and to have and use a common seal, and 
the same to alter or destroy at its pleasure, and have perpetual succes- 
sion of members. 

Incorporation. The Hickman A' Obion Railroad Company was also chartered in the State 
of Kentucky by Acts 1853-4, ch. 781, p. 348. The Kentucky charter will not be set out, as it 
is identical with this. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 105 

Snr. >. Capital, value of shares. lie It enncteil. That the said cor- 
poration may increase the corporate stock thereof to thirty thousand 
shares, at one hundred dollars each; and the president and directors 
shall have the power of receiving subscriptions of stock to that amount 
at any time according to their discretion. 

This company having been purchased bv the Nashville A Northwestern Rtilroad Com- 
pany, which in turn has been purchased by tin- Nusliville. Chattanooga .v St. Louis Railway, 
tin- amount of capital iiiul value of shares is now controlled by the latter company as rep. 
ri-M-ntintr the entire system. See charter of Nashville A: Chattanooga Railroad Company, 
rh. 1. herein. 

SEC. 3. Directors, number, how elected, scale of voting. Be it en- 
tit-tfil. That the affairs of the company shall be managed by a board of 
directors, to consist of eleven, and shall be chosen by the stockholders 
from their own body, each stockholder casting one vote for each share 
he may possess: and the president of the company shall be elected by 
the directors from their own members, in such manner as the regulations 
of the corporation shall prescribe. 

See sec. 8 of charter of Nashville. Chattanooga *V St. Louis Railway, ch. 1. heroin. 

SEC. 4. Temporary president and directors to act until when. Be 
it ciutctcd. That the president and directors already elected and now con- 
ducting the business of said company, to wit. G. W. (Jibbs, (J. \V. L. 
Marr, Sauney Burress. Olion F. Young. E. H. Fuqua, \V. Robinson. Hur- 
gess R. Noles. A. D. Kinman. Robert Matson. Ferdinand Wilson, and .1. 
F. Mares, shall continue to transact the business until the third of Au- 
gust. 1854. with full power to till vacancies, and until there shall be an- 
other board elected and organized under the regulations prescribed by 
the by-laws of said corporation, and the elections thereafter shall be 
annual. 

SEC. 5. Vacancies in board, how filled. Be It enticted. That the board 
of directors may till all vacancies which may occur during the time for 
which they were elected, and, in the absence of the president, may till 
his place by electing one of their number president pro tetnpore. 

See gee. 10 of charter of Nashville, Chattanooga A St. Louis Railway, ch. 1, herein. 

SEC. 6. Contracts binding without seal. Be It enacted. That all con- 
tracts and arrangements authenticated by the president of the board, 
shall be binding on the company, whether with or without seal, or such 
other mode of authentication as the by-laws may prescribe. 

868 tec. 11 of charter of Nashville, Chattanooga V St. Louis Railway, ch. 1. herein. 

SEC. 7. Liability of directors. Be It ciutctfil. That the board of di- 
rectors shall not exceed in their contract the capital stock of the corpo- 
ration, and of the funds which the company may have borrowed and 
placed at the disposal of the board; and. in case they shall do so, the 
president and directors who may be present at the meeting at which such 
contract or contracts, so exceeding tbe amount aforesaid, shall be made 
jointly and severally liable for the excess, both to the contractor or con- 
tractors and to the corporation; Provided, That anyone may discharge 
himself from such liability by voting against such contract or contracts, 
and causing said vote to be entered on the books of the company, and 
giving notice thereof to the next general meeting of the stockholders. 

See sec. 12 of charter of Nashville, Chattanooga A St. Louis Railway, ch. 1, herein. 

SEC. 8. Exclusive transportation, transportation charges. lie it 
cnnctctl. That the said company shall have the exclusive right of trans- 
portation or conveyance of persons, goods, merchandise, and produce 
over said road by them to be constructed; Provided, That the cost of 
transportation or conveyance shall not exceed thirty-five cents per hun- 
dred pounds on heavy articles and ten cents per cubic foot on articles of 
measurement for every hundred miles, and five cents a mile for every 
passenger; Ami provided. That said company, when they sit, may farm 



106 ACTS AMENDING CHARTER NORTHWESTERN BRANCH 

out their rights of transportation on said road, subject to the rules above 
mentioned. 

See notes to sec. 14 of charter of Nashville, Chattanooga & St. Louis Railway, ch. 1, 
herein. 

SEC. 9. Installments, forfeiture. Be it enacted, That the board of 
directors may call for the payment of the capital stock at the rate of not 
more than ten dollars on each share for every sixty days; and twenty 
days' notice shall be given in some newspaper of such call; and a failure 
to pay or secure to be paid, according to the rules of said corporation, 
any of the installments so called as aforesaid, shall induce a forfeiture 
of the share or shares on which default shall be so made, and payments 
thereon, and the same shall vest in said company, but may be restored 
to the owner or owners by the board of directors, if they deem proper, 
on the payment of all arrears on such share or shares, and legal interest 
thereon; or the directors may have the forfeiture after thirty days' de- 
fault, and save the stockholder for the installments due, at their dis- 
cretion. 

SEC. 10. Transfer of shares. Be it enacted, That the stock of said 
company may be transferred in such manner and form as may be pre- 
scribed by the by-laws of said company. 

See sec. 16 of charter of the Nashville, Chattanooga & St. Louis Railway, ch. 1, herein. 

SEC. 11. Directors to make annual reports, may call meetings. Be 
it enacted. That the board of directors shall, once in each 3*ear, make a 
full report of the state of the company's affairs to the stockholders at a 
general meeting, and shall have full power to call a general meeting of 
the stockholders whenever the board may deem it expedient. 

SEC. 12. Lands maybe purchased for what. Be it enacted. That the 
said company may purchase, have and hold in fee, or for a term of years, 
any lands, tenements, hereditaments which may be necessary for said 
road, or appurtenances thereof, or for the erection of depositories, store- 
houses, or for workshops or foundries, to be used for said company, or 
for procuring timber, stone, or any other materials necessary for the 
construction of said road or its appurtenances, or for effecting transpor- 
tation, or for other purposes. 

SEC. 13. Crossings of roads and water courses. Be it enacted, That 
said company shall have the right, when necessary, to construct said 
road across or along any public road or water course, provided the roads, 
and the navigation of such, shall not be obstructed. 

SEC. 14. Right of way, how condemned. Be it enacted. That when 
any lands or right of way may be required by said company for the pur- 
pose of constructing said road, and for want of agreement as to the value 
thereof, or for any cause, the same cannot be purchased from the owner 
or owners, the same may be taken at valuation by five commissioners, 
or a majority of them, to be appointed by the circuit court of the county 
where said land or right of way is situated, and the said commissioners, 
before they shall act. shall severally take an oath before some justice of 
the peace, faithfully and impartially to discharge the duty assigned 
them: and. on making said valuation, the commissioners* the actual loss 
or damage to the owner or owners in consequence of the land being 
taken and the right of way surrendered. The proceedings of said com- 
missioners shall be returned, accompanied with a full description of the 
land or right of way, under their hands and seals, of a majority of the 
said commissioners, to the court from whence the commission issued, 
there to remain a matter of record. In case either party shall appeal 
from the decision of the commissioners to the next session of the court 
granting the commission, and give reasonable notice to the opposite 
party of such appeal, the court shall order a new valuation to be made 
by a jury, who shall be charged therewith at the same term, or as soon 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 107 



as practicable, and their verdict shall be final and conclusive between 
the parties, unless a new trial be granted, and the land or right of way 
so valued by the commissioners or verdict of a jury, shall vest in said 
company so soon as the amount of such valuation be paid, or a tender 
and refusal thereof, to the extent of one hundred feet wide. When there 
may be an appeal by either party, the same shall not prevent the works 
intended to be constructed from proceeding; but when the appeal is 
taken by the company, they shall enter into bond and security to the 
opposite party, approved by the clerk, in double the amount of the val- 
uation and interest, in case the same shall be confirmed, and. in case it 
be reversed, then to pay the amount of the valuation thereafter to be 
made by the jury and confirmed by the court; Provide'!, That when the 
land cannot be had by gift or purchase, the operations of the work are 
not to be hindered or delayed during- the pendency of any proceedings 
tn ji^sess its value as aforesaid, nor shall any injunction or supersedeas 
be awarded by any judge or court to delay the progress of said work. 

1. *The wording of the above i-ection is exactly as it appears in the Acts of 1853-4, p. 
685. There was something evidently left out. 

2. See notes to sees. 24 and 25 of charter of Nashville, Chattanooga A St. Louis Railwayt 
ch. 1. herein. 

SKC. 15. Intrusion, punishment for. Be it enacted; That if any per- 
sons shall intrude upon said railroad, or any part thereof, or the rights 
and privileges connected therewith, without the permission or contrary 
to the will of said, company, he, she, or they shall forthwith forfeit to 
the said company all the vehicles that may be intruded on said road, and 
the same may be recovered by suit at law; and the person or persons so 
intruding 1 may also be indicted for a misdemeanor, and upon conviction 
fined and imprisoned by any court of competent jurisdiction. 

SEC. 16. Obstruction a nuisance. Be it enacted. That every obstruc- 
tion to the safe and free passage of vehicles on said road shall be deemed 
a public nuisance, and. as such, may be abated by an officer, agent, or 
servant of the company; and the person causing such obstruction may 
be indicted and punished for erecting a public nuisance before any com- 
petent jurisdiction. 

The l:in'_ r ii:i-_'i- of the above section is exactly as it appears in the act. The word court, 
in the last line, was evidently unintentionally left out. 

SKC. 17. May establish warehouses and charge storage, when. Be 
it enacted, That said company shall have the right to take at the store- 
house they may establish or rent to the road, all goods, wares, merchan- 
dise, and produce intended for transportation: prescribe the rules of 
priority, and charge and receive such just and reasonable compensation 
for storage as they, by rule, may establish, which they shall cause to be 
published (or may be agreed upon with the owner), which may be dis- 
tinct from the charges of transportation, provided the said company 
shall not charge or secure storage on goods, wares, or produce which 
may be delivered to them at their regular depositories for immediate 
transportation, and which the company may have the power of trans- 
porting immediately. 

SEC. 18. Dividends, when paid. Be It enacted. That the profits of the 
company, or so much thereof as the board of directors may deem advis- 
able, shall, when the officers* of the company will permit, be semian- 
nually divided among the stockholders, in proportion to the stock each 
may hold. 

*The word " officers " in the above section evidently was Intended for "affairs." The 
section is inserted exactly as it ap|>ears in the original act. 

SEC. 15t. Banking prohibited, may insure. Re it eitartcd. That the 
said company is hereby expressly prohibited from carrying on any bank- 
ing operations, but may effect insurance upon lives and property trans- 
ported on said road. 



108 ACTS AMENDING CHARTER NORTHWESTERN BRANCH 



SEC. 20. Company must construct crossings. Be it enacted, That 
whenever, in the construction of said road, it shall be necessary to cross 
or intersect any established road or way, it shall be the duty of the com- 
pany to construct said road across such established road or way so as 
not to impede the passage or transportation of persons or property along 
the same; or where it shall be necessary, through the land of any indi- 
vidual, it shall be their duty to provide for such individual a proper 
wagon way or ways across said road. 

SEC. 21. Bight of way, additional powers. Be It enacted, That the 
said company shall have the right of way for said road from the line of 
the State of Kentucky south to the terminus thereof; and they shall 
have such additional power as may be necessary and convenient for the 
successful execution of the powers granted in this charter, and for the 
successful construction and management of the work. 

SEC. 22. Exemption of officers, etc., from road, jury, and military 
duty. Tie it enacted. That the president and directors, clerks, agents, 
officers, and servants of said company shall be exempt from military 
duty, except in case of invasion or insurrection, and shall also be exempt 
from serving- on juries and working on public roads. 

SEC. 23. May own slaves. Be it enacted. That the said company shall 
have full power to purchase and own such number of slaves as shall be 
necessary for the construction of said road, and for keeping the same in 
repair. 

SEC. 24. Exemption from taxation. Be it enacted. That the capital 
stock of said company shall be forever exempt from taxation, and the 
road, with all its fixtures and appurtenances, including workshops, 
warehouses, and vehicles of transportation, shall be exempt from taxa- 
tion for the period of twenty years from the completion of said road, and 
no longer. 

SEC. 25. May extend road to Dresden, when and how. Be it enacted, 
That said company shall have power, and they are hereby authorized, to 
extend their road to the town of Dresden, in the county of Weakley. or 
connect with the Nashville it Northwestern road at such point as may 
be convenient in the county of Weakley or Obion, at their discretion, 
which connection, if made, shall be regulated by the provisions of the 
thirty-eighth section of the charter of the said Nashville & Northwest- 
ern road, and. in the event said extension shall be determined upon, then 
the company shall be authorized to increase their capital stock to the 
amount of five hundred thousand dollars, and said company shall have, 
possess, and enjoy the same rights and privileges and be subject to the 
same rules, regulations, and liabilities upon said extension as are here- 
inbefore prescribed in the charter for the other portion of said road; 
Provided. That said road shall not be extended to the town of Dresden 
only in the event of the failure of the Nashville & Northwestern Rail- 
road Company to build their road, as required by law. or with the con- 
sent of said company. (Acts Tenn.. 1853-54, p. 685; passed December 20, 
1853.) 

The Nashville \ Northwestern Railroad Company built its road to Un'on City, and 
hence this section was inoperative. The Nashville it Northwestern Railroad Company 
then purchased this road. 

5. Charter amended; may unite and consolidate with or lease 
Mississippi Central Railroad Company, how; may also 
unite with any company connecting with it in direction 
of New Orleans. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the Nashville & Northwestern Railroad Com- 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 109 

puny be, and the said company is hereby, authorized at any 
time hereafter to unite and consolidate with the Mississippi 
Central Railroad Company, upon such terms and conditions as 
may be agreed upon by the board of directors of each company, 
the two companies to become thereafter one company, with all 
the corporate jxjwers, rights, and privileges conferred by their 
rr-jiretive charters where there is no conflict between them, and 
with the corporate powers, rights, and privileges of the charter 
of Nashville & Northwestern Railroad Company when there is 
any conflict. 

SEC. 2. That the united company shall be known by the 
name and style of the Nashville & Mississippi Rail- NashvJ1Je& 
road Company, or such other name as may be ^inVoldCom- 
agreed upon by the directors of the united company. pany ' 

SEC. 3. That upon the union of said companies the stock- 
holders of each shall become stockholders in the common road, 
according to the several amounts of their stock, or as may be 
agreed upon; and immediately after such union the stockholders 
shall, at a general meeting, to be called by the president and 
directors of the Nashville & Northwestern Railroad Company, 
elect one Inmrd of directors for the new company, under such 
rules and regulations, and in such manner as the stockholders 
at the general meeting shall prescribe. 

SE<'. 4. That if a union of the new company is not effected, 
as alx)ve provided, the Nashville & Northwestern Railroad Com- 
pany l>e, and the said company hereby is, authorized 
to lease the Mississippi Central Railroad for such a 
length of time, and upon such terms and conditions, as may be 
agreed upon by the board of directors of each company, and 
after such lease to run, use, and manage the said road so leased, 
whether in this or any other state, under and with all the cor- 
porate powers, rights, and privileges, and subject to the limi- 
tations and restrictions of the charter of the comjMiny whose 
road is leased. 

SEC. 5. That the said Nashville & Northwestern Railroad 
Company, or the united company, as al>ove, is also May unite 
further authorized to unite with any other company pany. 



110 ACTS AMENDING CHAKTER NORTHWESTERN BRANCH 

whose road may connect with it in the direction of New 
Orleans, in the State of Louisiana, upon the same terms and 
conditions and in the same way as above provided, so as to 
form a continuous line of railroad to or in the direction of 
New Orleans. (Acts Tenn., 1859-60, ch. 177; passed March 
22, 1860.) 

6. Charter amended ; may unite and have common track with 
Memphis, Clarksville & Louisville Railroad, where and 
how ; may change route, may consolidate with Missis- 
sippi & Tennessee Central Railroad, how. 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennessee, That the Nashville & Northwestern Railroad 
Company and the Memphis, Clarksville & Louisville Railroad 
Company be authorized to unite their roads and make a com- 
mon track for such distance and upon such terms as the said 
companies, through their presidents and directors, may agree 
upon, and may build a common bridge across the Tennessee 
river, and, if said companies unite, they shall be entitled to ten 
thousand dollars per mile of the state aid now allowed by law 
to said two companies for the distance thus run in common, 
and the whole of the state aid for the bridge across Tennessee 
river. 

SEC. 2. That the Nashville & Northwestern Railroad Corn- 

May change P anv ^ je authorized to change the location of their 
location. 



SEC. 3. That nothing in this act shall be so construed as to 
give the Nashville & Northwestern Railroad Company more 
than ten thousand dollars per mile on any portion of said road 
run singly, and the same amount on such portion of consoli- 
dated road. 

SEC. 4. That the Mississippi and Tennessee Central Railroad 
may consolidate with the roads mentioned in the first section of 
this act, upon such terms and at such place as may be agreed 
upon by the board of directors of the consolidated roads men- 
tioned in the first section of this act; Provided, If the Nashville 
& Northwestern Railroad is changed from its present location 
in the county of Carroll, the stockholders shall be released 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. Ill 

from the payment of any more of the calls for stock from said 
company; And provided. That the consolidated roads shall re- 
ceive no more state aid than ten thousand dollars per mile, and 
the bridge aid already appropriated by law to the two first 
roads named in this act. (Acts Tenn., 1857-8, ch. 89; passed 
February 27, 1858.) 

7. Nashville & Northwestern Railroad to adopt gauge of 
Nashville & Chattanooga Railroad Company; may run 
cars to depot of Central Trunk Railroad, how; charter 
amended, stockholders to pay only one per cent, cash in 
subscribing. 

SEC. 10. Be it enacted, That the Tennessee Central Railroad 
Company, the Memphis & Nashville Railroad Company, and 
the Northwestern Railroad Company, shall be required to con- 
struct their tracks respectively with the same gauge as the 
Nashville & Chattanooga Railroad and the Central Trunk Rail- 
road Company, and each of said companies shall have the right 
to pass their locomotives and train of cars to the depot of the 
Central Trunk Railroad, which may be established on either 
side of the Tennessee river, without charge from said Central 
Trunk Railroad Company, and shall have the same privilege of 
connecting with their road as is granted in the fortieth section 
of the Nashville & Chattanooga Railroad charter, and the priv- 
ilege shall be reciprocal between the several companies. 

SEC. 11. [Relates to other roads.] 

SEC. 12. Be it further enacted, That the charter of the Nash- 
ville & Northwestern Railroad be so amended that the stock- 
holders, upon subscribing, shall not be required to pay more 
than one per cent, of their subscriptions, and not that unless 
required by the commissioners, and that the acts of any three 
of the commissioners, at any one place, may be valid without 
the concurrence of the whole board. (Acts Tenn., 1851-2, p. 
531; passed February 28, 1852.) 



112 ACTS RELATING TO NORTHWESTERN BRANCH 

ACTS OF TENNESSEE RELATING TO NASH- 
VILLE & NORTHWESTERN RAIL- 
ROAD COMPANY. 

1. To issue stock to taxpayers for taxes paid to provide inter- 

est on bonds issued by this company, when. 

SECTION 1. That , the Northwestern Railroad 

Company, , shall, by and with the consent of the 

county court of Davidson county, be required to issue stock to 
the taxpayers of said county for the amount of the annual tax 
which has already and may hereafter be paid by said taxpayers 
to provide for the interest on the bonds issued by said county 
for said railroads, on presentation of the tax receipts for the 
respective railroads; said tax receipts shall be negotiable by 
indorsement, and no stock shall be issued for a less amount than 
one share, provided said railroad compan}^ shall not be required 
to issue stock for said tax receipts until the first dividend is 
ready to be made, at which time, or any time thereafter, shall 
issue the stock. (Acts Tenn., 1855-6, ch. 104, p. 117; passed 
February 14, 1856.) 

2. Extra time given to get stock and prepare road. 

SEC. 7. Be it further enacted, That the Nashville & North- 
western Railroad Company shall have the further time of two 
years in which to get the stock and prepare a section for the 
iron, as required by law, provided this shall not interfere with 
the rights of stockholders. (Acts Tenn., 1857-8, ch. 60, p. 
128, sec. 7; passed February 13, 1858.) 

3. Resolution directing the governor to surrender the Nash- 

ville & Northwestern Railroad Company to its president 
and directors. 

Be it resolved by the General Assembly of the State of Ten- 
newee, That the governor be, and he is hereby, instructed to 
immediately surrender the Nashville & Northwestern Railroad 
to the president and directors of said company, provided noth- 
ing in this resolution shall be construed as to vitiate in any 
manner the indebtedness of the state in or upon said railroad. 
(Acts Tenn., 1868-9, ch. 34, p. 383; adopted December 3, 1868.) 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 113 

4. Resolution directing inquiry concerning application of bonds 

by Nashville & Northwestern Railroad Company. 

This resolution directed an examination to be made as to 
whether the receiver of the Nashville & Northwestern Railroad 
used the bonds on the road. (Acts Tenn., 1868-9, p. 379; 
passed November 27, 1868.) 

5. State aid to Nashville & Northwestern Railroad Company. 

Many acts of the legislature of the State of Tennessee were 
passed authorizing state aid to be granted to the Nashville & 
Northwestern Railroad for the purpose of building and equip- 
ping its road. The state aid was extended by having the gov- 
ernor indorse the bonds of the road on behalf of the state. 
These acts are quite lengthy, and are so seldom required 
that, for the purpose of space and economy, it is not deemed 
advisable to insert them in full in this compilation, but simply 
to refer to the act and page where they can be found. Below 
will be found all the acts relating to this subject, set out in the 
order of their passage: 

1. Acts 1851-52, ch. 151, sec. 10. Governor authorized to 
issue coupon bonds for an amount not exceeding $8,000 per 
mile on certain conditions. For conditions, see act. But see 
section 15 of same act; also section 19 of same act. See, also, 
Acts 1853-54, ch. 132, sec. 7. 

2. Acts 1853-54, ch. 131, sec. 1. State aid granted to the 
extent of $10,000 a mile. 

3. Acts 1855-56, ch. 120, sec. 7, p. 143. Governor author- 
ized to issue bonds to an amount not exceeding $100,000, a 
part to be used in building bridges across Obion river, Spring 
creek, Big Sandy, Turnbull, and Harpeth rivers. 

4. Acts 1865-66, ch. 14, p. 33. Governor authorized to 
issue bonds to Nashville & Northwestern Railroad Company to 
the amount of $300,000. 

5. Acts 1865-66, ch. 95, sec. 2. Governor authorized to 
issue bonds to amount of $200,000. 

6. Acts 1866-67, ch. 56, sec. 26. Governor authorized to 
indorse bonds to the extent of $125,000. 

8 



114 ACTS RELATING TO NORTHWESTERN BRANCH 

7. Acts 1866-67, ch. 12, p. 11, sec. 3. Governor of state 
authorized to issue bonds to Nashville & Northwestern Railroad 
Company to the extent of 200,000. 

8. Acts 1867-68, ch. 17, sec. 11, p. 14. Governor author- 
ized to issue bonds to the Nashville & Northwestern Railroad 
Company to the amount of $35 0,000. Same act authorized 
governor to issue 200,000 of bonds more to said road on its 

D 

extension from Huntingdon to Jackson. 
All of these acts were not taken advantage of. 

6. Nashville & Northwestern Railroad Company allowed to 
run cars upon tracks of Nashville & Memphis Railroad 
Company, and Memphis, Clarksville & Louisville Rail- 
road Company, how. 

SEC. 7. . . . It is further provided, that the Nashville 
& Northwestern Railroad Company, from the point of intersec- 
tion either with the Nashville & Memphis Railroad Company, 
or the Memphis, Clarksville & Louisville Railroad Company, 
shall have the same right, power, and privilege to run their 
cars upon the tracks of either of said roads as is provided in 
the act chartering the Memphis & Charleston Railroad Com- 
pany at the point of intersection of said company with the 
Nashville & Chattanooga Railroad Company; And provided 
also, That the subscriptions made to the Nashville & North- 
western Railroad Company between Nashville and the Tennes- 
see river shall be expended on that part of the road until fin- 
ished, and the subscriptions west of the Tennessee river shall 
be expended between the Tennessee and Mississippi rivers until 
the road is there finished; and the Nashville & Northwestern 
Railroad Company shall have, from the passage of this act, 
four years within which to complete the first thirty miles of 
said road, as provided by the act of February 11, 1852. (Acts 
Tenn., 1853-54, ch. 132, sec. 7 ; passed December 16, 1853.) 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 115 

DECREES. 

Chancery court amendment to charter of Nashville & North- 
western Railroad Company; name changed; other amend- 
ments. 

NASHVILLE & CHATTANOOGA RAILROAD COMPANY, Ex PARTE. 

IN ClIANCKRY AT NASHVILLE, T.KNX. 

Petition for change of name of, and amendments to, the 
charter of the Nashville & Northwestern Railroad Company, 
No. 7109. 

This cause was heard this fourteenth day of May, 1872, be- 
fore the Honorable Edward H. East, chancellor, presiding in 
the chancery court for the county of Davidson, State of Ten- 
nessee, upon the petition filed in this cause on March 9, 1872 
(enrolled, p. 285, book No. 1), when it appeared to the court: 

That on March 11, 1872, the clerk and master of this court 
caused a publication to be made for thirty days in the Repub- 
lican Banner, a newspaper published in the city of Nashville, 
Tennessee, which publication was in the words following: 

No. 7109. 

IN CHANCERY AT NASHVILLE. 
STATE OF TENNESSEE, 

OFFICE CLERK AND MASTER CHANCERY COURT. 

NASHVILLE, March 11, 1872. 

WHEREAS, The Nashville & Chattanooga Railroad Company, 
on March 9, 1872, filed its petition in the chancery court at 
Nashville, praying that it, as purchaser of the Nashville & 
Northwestern Railroad Companyj be substituted to all rights, 
privileges, and immunities, and subject to all the liabilities of 
the act of incorporation under which said Nashville & North- 
western Railroad Company was organized, and the acts amenda- 
tory thereof, and that the name of said company be changed 
to, and be hereafter known as, the "Nashville, Memphis & St. 
Louis Railway/' and that the charter granted to said Nashville 
& Northwestern Railroad Company be ordered and changed, 
and that a decree be pronounced by said court granting said 
alterations, changes, and amendments, which are as follows, viz. : 



116 DECREES RELATING TO NORTHWESTERN BRANCH 

1. For the purpose of establishing and maintaining a com 
munication by railroad between Nashville and the Mississippi 
river, the formation of a company is hereby authorized, which 
shall be a body corporate by the name and style of the " Nash- 
ville, Memphis & St. Louis Railway," and by this name shall 
lie capable of buying, receiving by gift, holding, selling, and 
conveying real and personal estate, making contracts, suing 
and being sued, making by-laws, and doing all other acts, 
properly incident to a corporation, and necessary and proper 
to the transaction of the business for which it is incorporated, 
and to have and use a common seal, which it may alter or de- 
stroy, at its pleasure, and have perpetual succession of members. 

2. The capital stock of said company shall consist of eighteen 
thousand shares of one hundred dollars each, and the capital 
stock may be increased at any time by the board of directors, 
two-thirds of the number of directors agreeing thereto, to 
such an amount as the board of directors may determine. 

3. The affairs of said corporation shall be managed by the 
board of directors, for the time being, of the Nashville & Chat- 
tanooga Railroad Company, by which the president and such 
other officers, as may be determined by the by-laws, shall be 
elected or appointed, as may be prescribed by the by-laws. 

4. All contracts authenticated by the board shall be binding 
on the corporation without seal, and such other modes of au- 
thentication may be used as the by-laws may prescribe. 

5. Said corporation shall have exclusive right of transporta- 
tion or conveyance of persons, goods, or merchandise and 
produce over the railroad by it controlled and managed or con- 
structed. The cost of transportation or conveyance shall not 
exceed thirty-five cents per hundred pounds on heavy articles, 
and ten cents per cubic foot on articles of measurement, for 
every hundred miles, and five cents per mile for every passen- 
ger, and said corporation may farm out its rights of transpor- 
tation subject to said rates. 

6. The stocks of said company may be transferred in such 
manner and form as may be directed by the by-laws of said 
corporation. 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 117 

7. Stockholders may vote in person or by proxy, and, in 
voting on all questions that may l>e submitted to the decision of 
the stockholders, such stockholders shall be entitled to one vote 
for each share of stock owned by him or her. 

8. The said corporation shall possess and enjoy all the rights, 
privileges, and immunities to which the Nashville <fe Northwes- 
tern Railroad Company are or were entitled by sections twenty, 
twenty-one, twenty-two, twenty-three, twenty- four, twenty- 
five, twenty-six, twenty-seven, twenty-eight, twenty-nine, 
thirty, thirty-one, thirty-two, thirty-three, of the Acts of the 
general assembly of the State of Tennessee, ch. 76, passed the 
twenty -second of January, 1852, entitled an "Act to incorpo- 
rate the Nashville & Northwestern Railroad Company." 

9. The capital stock of said corporation shall be forever ex- 
empt from taxation, and the road, with all its fixtures and ap- 
purtenances, including workshops, warehouses, and vehicles of 
transportation, shall be exempt from taxation for the period of 
twenty years from the formation of said corporation. 

10. The said corporation may construct such branches and 
extensions of the present line of railroad as may from time to 
time be determined by its board of directors. 

11. The board of directors may, from time to time, two- 
thirds of all the directors thereof agreeing thereto, cause to be 
issued the bonds of said corporation for such amounts, not 
exceeding twenty thousand dollars per mile of the entire rail- 
road operated and controlled by it, as may be necessary, in the 
opinion of said directors, to carry into successful operation the 
objects and purposes of said corporation. 

The board of directors of said corporation may, two-thirds 
of all the directors agreeing thereto, extend its line of railroad 
to such points as may be determined by said board, and for this 
purpose may acquire, by purchase or lease, other railroads, as 
may from time to time l>e determined by said board. 

It is therefore ordered that all persons who desire to resist 
the granting of said amendment and alteration to said charter, 
as above indicated, or to the prayer of the petition, do make 
their appearance herein, on or before the first Monday in April 



118 DECREES RELATING TO NORTHWESTERN BRANCH 

next, 1872, and then and there show cause, if any they have 
or can, why the prayer of said petition should not be granted 
and said charter amended, and that a copy of this order be 
published for thirty days in the Nashville Republican Banner. 

A copy attest: NATHANIEL BAXTER, JR., 

FOGG, WHITESIDES & FRIZZELL, Clerk and Master. 

Solicitors for Petitioners. 

It also appeared that no person has appeared to show cause 
why the prayer of said petition should not be granted. It also 
appeared that under decree pronounced by this court, in the 
cause therein pending of the State of Tennessee v. The Edge- 
field <& Kentucky Railroad Company and others, the petitioner, 
the Nashville & Chattanooga Railroad Company, became the pur- 
chaser of the franchises and property, and of the interest of 
the state in the Nashville & Northwestern Railroad Company, 
incorporated by the general assembly of Tennessee, and oper- 
ating a railroad from Nashville, in said state, toHickman, in the 
State of Kentucky, and that the petitioner desires that the name 
of said Nashville & Northwestern Railroad Company may be 
changed as hereinafter provided, and that the privileges granted 
the said Nashville & Northwestern Railroad Company in the 
act of incorporation and the acts amendatory thereof, be 
altered and changed as set forth in said petition, and that peti- 
tioner, as purchaser, may be substituted to all the rights and 
privileges, and subject to all the liabilities of the act incorpo- 
rating the Nashville & Northwestern Railroad Company. 

And the court being satisfied of the propriety of the changes 
asked for, doth, in pursuance of the powers vested in courts of 
chancery by par. 22, sec. 15, of ch. 54 of the acts of the gen- 
Vests rights era ^ assembly of the State of Tennessee, approved 
etc. nC in i is es & c. January 30, 1871, order, adjudge, and decree that 
the said Nashville & Chattanooga Railroad Com- 
pany, as purchaser as aforesaid, be, and the same is hereby, sub- 
stituted to all the rights, privileges, and immunities, and sub- 
ject to all the liabilities, of the act of incorporation under which 
the said Nashville & Northwestern Railroad Company was or- 
ganized, and the acts amendatory thereof, and that the name 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 119 

of said company l>e changed to that of the " Nash- 
ville, Memphis & St. Louis Railway," and the 
privileges granted the same by the acts aforesaid be altered 
and changed so that, including such portions of said acts of 
said corporation as are not changed by this decree, the same 
shall read as follows: 

1. Name, style, and general powers. For the purpose of 

establishing and maintaining a communication by railroad be- 
tween Nashville, Tenn., and the Mississippi river, the forma- 
tion of a company is hereby authorized, which shall be a body 
corporate by the name and style of the "Nashville, Memphis 
& St. Louis Railway," and by this name shall be capable of 
buying, receiving by gift, holding, selling, and conveying real 
and personal estate, making contracts, suing and l>eing sued, 
making by-laws, and doing all the other acts properly incident to 
a corporation, and necessary and proper to the transaction of the 
business for which it is incorporated, and to have and use a com- 
mon seal, which it may alter and destroy at its pleasure, and 
have perpetual succession of members. 

2. May increase capital stock. The capital stock of said 

company shall consist of eighteen thousand shares of one hun- 
dred dollars each, and the capital stock may be increased at any 
time by the board of directors, two-thirds of the entire num- 
ber of directors agreeing thereto, to such an amount as the 
board of directors may determine. 

3. May be managed by Nashville & Chattanooga Railroad 

Company. The affairs of said company shall )>e managed by 
the board of directors for the time being of the Nashville & 
Chattanooga Railroad Company, by which the president and 
such other officers as may be determined by the by-laws shall 
be elected or appointed as may l>e prescribed thereby. 

4. Contracts of president binding without seal. All con- 
tracts authenticated by the president of the board shall l>e bind- 
ing on the company without seal, and such other mode of au- 
thentication may be used as the by-laws may prescribe. 

5. Rates of toll and rights relating thereto. Said company 

shall have the exclusive right of transportation or conveyance 



120 DECREES RELATING TO NORTHWESTERN BRANCH 

of persons, goods, and merchandise and produce over the rail- 
road bv it controlled and managed or constructed. The cost 

V 

of transportation or conveyance shall not exceed thirty-five 
cents per hundred pounds on heavy articles and ten cents per 
cubic foot on articles of measurement for every hundred miles, 
and five cents per mile for every passenger, and said company 
may farm out its right of transportation subject to said rates. 

6. StOCk transferable. The stock of said company may be 
transferred in such manner and form as may be directed by its 
by-laws. 

7. Manner Of voting. Stockholders may vote in person or 
by proxy, and, in voting on all questions which may be submitted 
to the decision of the stockholders, each stockholder shall be en- 
titled to one vote to each share of stock owned by him or her. 

8. May construct road or branches along public roads and 

water Courses. Said company shall have the right, when nec- 
essary, to construct its road, or any branch thereof, across or 
along any public road or water course, provided said road and the 
navigation of such water course shall not be thereby obstructed. 

9. May purchase bridges and turnpikes. Said company 

may purchase, have, and hold any bridge or turnpike or other 
road over which it may be necessary to pass, and, when such 
purchase is made, to hold the said bridge or turnpike, or other 
road, on the same terms and with all the rights which belong 
to the individual or corporation from which such purchase may 
be made. 

10. Right Of way, how acquired. When any lands or right 
of way may be required by said company for the purpose of 
constructing its road or any branch thereof, and for want of 
agreement as to the value thereof, or from any other cause, the 
same cannot be purchased from the owner, the same may be 
taken at a valuation to be made by five commissioners, or a 
majority of them, to be appointed by the circuit court of the 
county where some part of the land or right of way is situated, 
and the said commissioners, before they act, shall severally 
take an oath before some justice of the peace, faithfully and 
impartially to discharge the duties assigned them. In making 



NASHVILLE, CHATTANCXX5A & ST. LOUIS RAILWAY. 121 

the said valuation, the said commissioners shall take into con- 
sic It-ration the loss or damage which may occur to the owner of 
the land in consequence of the land being taken or the right of 
way surrendered, and also the benefit and advantage he, she, 
or they may receive from the erection or establishment of the 
railroad or work, and shall state particularly the nature and 
amount of each, and the excess of loss and damage over and 
above the benefit and advantage, shall form the measure of valua- 
tion of the said land or right of way. The proceedings of said 
commissioners, accompanied with a full description of the said 
land or right of way, shall be returned, under the hands and 
seals of a majority of the commissioners, to the court from 
which the commission issued, there to remain a matter of record. 
In case either party to the proceeding shall appeal from the 
valuation to the next term of the court granting the commission, 
and give reasonable notice to the opposite party of such appeal, 
the court shall order a new valuation to be made by a jury, 
which shall be charged therewith at the same term, or as soon 
as practicable, and their verdict shall be final and conclusive 
between the parties unless a new trial shall be granted, and the 
lands or right of way so valued by the commissioners or jury 
shall vest in the said company in fee simple so soon as the valua- 
tion shall be paid, or, when refused, may be tendered to the 
extent of two hundred feet wide. When there may be an appeal, 
as aforesaid, from the valuation of the commissioners by either 
of the parties, the same shall not prevent the work intended to 
be constructed from proceeding, but where the appeal is by the 
company requiring the surrender, it shall be at liberty to pro- 
ceed with its work only on condition of giving to the opposite 
party a bond with good surety, to be approved by the clerk 
of the court where the valuation is returned, in a penalty equal 
to double the said valuation and interest in case the same may 
be sustained, and, in case it be reversed, for the payment of the 
valuation thereafter to be made by the jury and confirmed by 
the court. 

11. Right of way in absence of contract. In absence of 

any contract with the said company in relation to lands through 



122 DECREES RELATING TO NORTHWESTERN BRANCH 

which its road or any branch thereof may pass, signed by the 
owner thereof, or by its agent, or any claimant or person in 
possession thereof, which may be confirmed by the owner 
thereof, or by his agent, or any claimant or person in posses- 
sion thereof, which may be confirmed by the owner, it shall be 
presumed that the land upon which said road or branch may be 
constructed, together with a space of one hundred feet on each 
side of the center of said road, has been granted to the com- 
pany by the owner thereof, and the said company shall have 
a good right and title thereto, and shall have, hold, and enjoy 
the same as long as the same may be used only for the pur- 
poses of the road and no longer, unless the person or persons 
owning the said land [at the time that part of the road which 
may be on said land] was finished, or those claiming under 
him, her, or them, shall apply for an assessment of the 
value of said lands as hereinbefore directed, within five years 
next after that part of said road was finished; and in case the 
said owner or owners or those claiming under him, her, or 
them, shall not, within five years after the said part was fin- 
ished, apply for such assessment, he, she, or they shall be for- 
ever barred from recovering said land, or having any assess- 
ment or compensation therefor; Provided, Nothing herein con- 
tained shall affect the right of feme covert or infants, under two 
years after the removal of their respective disabilities. 

This section is a literal copy of sec. 25 of the original charter of the 
Nashville & Northwestern Railroad Company, and the words placed in 
brackets were omitted in the decree, and are now supplied for what it is 
worth. 

12. Intrusion, penalty. If any person shall intrude upon 
the said railroad, or any part thereof, by any manner of use 
thereof, or of the right and privileges connected therewith, 
without the permission or contrary to the will of said company, 
he, she, or they shall forthwith forfeit to the said company all 
the vehicles that may be intruded on said road, and the same 
may be recovered by suit at law, and the person or persons so 
intruding may also be indicted for a misdemeanor, and, upon 
conviction, fined or imprisoned, or both, by any court of com- 
petent jurisdiction. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 123 

13. MaliciOUS injury, hOW punished. If any person shall 
willfully or maliciously destroy or in any manner hurt, dam- 
age, or obstruct the said railroad, or any bridge or any ve- 
hicles used for or in transportation thereon, shall be liable to 
be indicted therefor, and, on conviction, shall be imprisoned 
not more than six nor less than one month and pay a tine of 
not less than twenty ($20) dollars, and shall be further liable 
to pay all the expenses of repairing the same, and it shall not 
be competent for any person so otfending against the provisions 
hereof to defend himself by pleading or giving in evidence that 
he was the owner or agent or servant of the owner of the land 
where such destruction, hurt, damage, injury or obstruction 
was done or caused at the time the same was caused or done. 

i-t. Obstruction a public nuisance. Every obstruction to 

the safe and free passage of vehicles on the said road, or any 
branch thereof, shall be deemed a public nuisance and may be 
abated as such by any officer, agent, or servant of the company, 
and the persons causing such obstruction may be indicted and 
punished for erecting a public nuisance. 

15. Rates Of Storage. Said company shall have the right 
to take in the storehouses they may establish all goods, wares, 
merchandise, and produce intended for transportation, prescribe 
the rules of priority, and charge and receive such just and rea- 
sonable compensation for storage as they, by rules, may estab- 
lish (which they shall cause to be published) or as may be 
affixed by agreement with the owner, which may be distinct 
from the rates of transportation; Prnvideil, Said company 
shall not charge or receive storage on goods, wares, or pro- 
duce which may l>e delivered to it at its regular depositories, 
for immediate transportation, and which the company may 
have the power of transporting immediately. 

16. Dividends, hOW paid. The profits of the company, or 
so much thereof as the board of directors may deem advisable, 
shall, when the affairs of the company will permit, l>e semi- 
annually divided among the stockholders in proportion to the 
stock each may hold. 

17. Banking prohibited, may insure. Said company is 



124 DECREES RELATING TO NORTHWESTERN BRANCH 

hereby expressly prohibited from carrying on any banking- 
operations, but may effect insurance on lives and property 
transported on the road. 

is. Duty in crossing roads and lands. Whenever, in the 

construction of said road, or any branch thereof, it shall become 
necessary to cross or intersect any established road or way, it 
shall be the duty of the company to construct said road across 
such established road or way so as not to impede the passage or 
transportation of persons or property along the same, or where 
it shall be necessary to pass through the land of any individual, 
it shall be the duty of said company to provide for such indi- 
vidual a proper wagon way or ways across said road from one 
part of his land to another. 

19. Exemption from road and military duty. The presi- 
dent, directors, clerks, agents, officers, and servants of said 
company shall be exempt from military duty, except in cases 
of invasion or insurrection, and shall also be exempt from 
serving on juries and working on public roads. 

20. Exemption from taxation. The capital stock of said 
company shall be forever exempt from taxation, and the road, 
with all its fixtures and appurtenances, including workshops, 
warehouses, and vehicles of transportation, shall be exempt 
from taxation for the period of twenty years from the comple- 
tion of the road, and no longer. 

21. May Construct branch roads. Said company may con- 
struct such branches and extensions of its present line of rail- 
road as may from time to time be determined by its board of 
directors. 

22. Bonds may be issued. The board of directors of said 
company may, from time to time, two-thirds of all the directors 
thereof agreeing thereto, cause to be issued the bonds of said 
company for such amounts, not exceeding twenty thousand dol- 
lars per mile of the entire railroad operated and controlled by 
it, as may be necessary, in the opinion of said board of directors, 
to carry into successful operation the objects and purposes of 
said corporation. 

23. May purchase, lease, or construct lines. The board of 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 125 

directors of said company may, two-thirds of all the directors 
thereof agreeing thereto, extend its line of railroad -to such 
points as may be determined by said board, and for this pur- 
pose may acquire by purchase or lease other railroads, or con- 
struct new lines of railroad as may, from time to time, be de- 
termined by said board. 

24. Additional powers. Said company shall possess such ad- 
ditional powers as may be convenient for the due and successful 
execution of the powers granted hereby, and for the successful 
construction and management of the work. 

It is further ordered that the Nashville & Chattanooga Rail- 
road Company pay the costs of this proceeding, for which 
execution may issue, and when the same shall be paid, the clerk 
and master will issue a certified copy of this decree for regis- 
tration. 

Decree entered in minute book "V," pp. 185-192 of chan- 
cery court at Nashville, Tenn., May 14, 1872. 

There is no question but that the chancery court had authority to 
change the name of the company as before explained, but, as to the 
other amendments, see discussion herein of "chancery court amend- 
ments." Refer to index. 

ACTS OF KENTUCKY RELATING TO THE NASH- 
VILLE & NORTHWESTERN RAIL- 
ROAD COMPANY. 

1. Charter of Nashville & Northwestern Railroad Company 

granted by the State of Kentucky. 
SECTION i. Incorporation, general powers. #<? it enacted 

by tli? Commonwealth of Kentucky ^ That an act to incorporate 
the Nashville & Northwestern Railroad Company, passed by 
the legislature of the State of Tennessee on the twenty-second 
of January, 1852, together with the several amendments thereto 
made by the said legislature of the State of Tennessee, passed 
February 28, 1852, and February 15, 1854 [this act then sets 
out the charter of the road, as passed by the legislature of 
Tennessee, which is omitted here for economy. See Tennessee 
charter, in preceding chapter], be, and the same are hereby, 
re-enacted and adopted, with all the privilege*, jfamoAtMf, pmr- 



126 ACTS RELATING TO NORTHWESTERN BRANCH 

er$, and responsibilities conferred and granted by said charter, 
so far as. the same are applicable and not inconsistent with the 
constitution of Kentucky, to enable the said Nashville & North- 
western Railroad Company to continue their line of railway to 
the city of Hickman, in Fulton county, Kentucky. This act 
to take effect from its passage. (Acts Ky. , 1856; passed March 
8, 1856.) 

1. This act made the Nashville & Northwestern Railroad Company a 
domestic corporation of Kentucky. 

The fact, however, that the Nashville, Chattanooga & St. Louis Rail- 
way subsequently purchased it would not make the latter corporation a 
domestic one there. The Nashville. Chattanooga & St. Louis Railway 
is a foreign corporation in Kentucky, though it operates this road, with 
all its franchises, in that state. For franchise rights, privileges, etc., of 
this road, see Tennessee charter, in preceding chapter. 

2. The acts referred to in the above act, as having been passed by the 
legislature of Tennessee on February 15, 1854, was passed on February 
1, 1854. 

3. For the two acts referred to above as having been passed by the 
legislature of Tennessee on February 28. 1852. and February 1, 1854, see 
Acts of Tennessee relating to Nashville & Northwestern Railroad Com- 
pany, preceding. 

4. The above act of Kentucky was amended by act passed February 
17, 1868. See act immediately following. 

2. Charter re-enacted; State of Tennessee given statutory 
lien on that part of road in Kentucky as security for 
bonds issued, when. 

SECTION 1. Be it enacted by the General Assembly of the 
Commonwealth of Kentucky, That the act approved March 8, 
1856, entitled ' ; An act to incorporate the Nashville & North- 
western Railroad Company,'' be, and the same is hereby, re- 
enacted, with all the rights, privileges, and immunities con- 
ferred on said company by said act. 

SEC. 2. That the statutory lien reserved by the State of Ten- 
nessee for the security of the bonds of said state heretofore or 
hereafter to be issued to said Nashville & Northwestern Rail- 
road Company, and the accruing interest on the roadbed, right 
of way, grading, bridges, and masonry, upon all the uncol- 
lected stock subscribed to such road, and upon the iron rails, 

chairs, spikes, and equipments on the whole road, 
Lien. 

superstructure, equipments and rolling stock, as 

far as completed or acquired, and upon all property owned by 
the company or incident to or necessary for its business, as 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 127 

well us such property and effects hereafter acquired, as the 
property and effects now owned and Assessed, be, and the 
same is hereby, extended to the property of said company in 
the State of Kentucky, or which may hereafter be brought 
into this state, and the State of Tennessee may enforce its said 
lien at any time on said property and effects by proper pro- 
ceedings in the courts of this state, without security, How JJen 
except for costs, and have the same delivered up to enforce(1 - 
it, whether the road is still run by the Nashville & Northwest- 
ern Railroad Company, and the affairs of the company managed 
by said company, or by the state, or some receiver, or other 
officer appointed by the state authorities, or the courts of Ten- 
nessee. 

SEC. 3. That this act shall be and inure as a statutory lien 
in the State of Kentucky, without either registration or record, 
upon all the property and effects of every nature statutory 
and kind now owned or which may hereafter be llen- 
acquired by said Nashville & Northwestern Railroad Company 
in favor of the State of Tennessee for the security of its bonds 
issued to the said company or in aid thereof, and of the interest 
accruing thereon. 

SEC. 4. Nothing contained in this act shall be construed so 
as to defeat any bona Jidn lien now held by any citizen of the 
State of Kentucky on that part of the Nashville & 
Northwestern Railroad, roadbed, right of way, 
grading, bridges, and masonry, situate, lying, and being within 
the territorial limits of the State of Kentucky, except so far as 
the same may be enhanced in value by bonds hereafter issued 
to said railroad company by the State of Tennessee. This act 
to take effect from and after its passage. (Acts Ky., 1$6S; 
passed February 17.) 

See 7 Hush (Ky.), 118. 

3. Hickman & Obion Railroad Company authorized to sell 
their road to Nashville & Northwestern Railroad Com- 
pany. 

Be it enacted, That the charter of the Hickman & Obion Rail 
road Company be so amended as to authorize the board of direct- 



128 ACTS RELATING TO NORTHWESTERN BRANCH 

ors of said company to sell their road absolutely to the Nash- 
ville & Northwestern Railroad Company of Tennessee; Provided, 
That no sale made by said board shall be binding on the stock- 
holders, unless the same shall be submitted to a special meeting 
of the stockholders and shall be voted for by a majority in in- 
terest of said stockholders. (Acts Ky., 1855-56, ch. 142, p. 
281; approved February 9, 1856.) 

The Hickman & Obion Railroad Company was chartered by Acts Ky., 
1853-54, ch. 781, p. 348, and by Acts Tenn., 1853-54, ch. 307, p. 683. The 
two acts are identical. See Tennessee charter heretofore inserted in 
this chapter as a note to ActS'Tenn., 1855-56, ch. 3, authorizing the Nash- 
ville & Northwestern Railroad Company to purchase or lease the Hick- 
man fe Obion Railroad. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 129 



CHAPTER V. 

THE TENNESSEE A PACIFIC RAILROAD COMPANY. 
(LEBANON BRANCH.) 

The capital stock in this road was purchased by the Nashville, Chattanooga A St. Louis 
Railway before'its purchase of the Winchester A Alabama Railroad, and hence its charter 
and acts relating thereto are first inserted, though the deed to the road was not executed 
until several months after the execution of the deed to the Winchester A Alabama Railroad, 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. The Tennessee & Pacific Railroad was sold to the Nash- 
ville, Chattanooga & St. Louis Railway on October 1, 1877, in 
pursuance of a resolution of the stockholders of said Tennessee 
& Pacific Railroad Company, adopted at their convention at 
Nashville on September 12, 1877, and that of its directors, 
passed on the first day of October, 1877. The deed to the same 
is on record in the register's office of Davidson county, Ten- 
nessee, in book 58, p. 537. It is also inserted in this compila- 
tion. See next chapter. 

A resolution had previously been adopted by the Nashville, 
Chattanooga & St. Louis Railway, September 12, 1877, rati- 
fying the purchase. 

Prior to the date of this conveyance the entire capital stock 
of the Tennessee & Pacific Railroad Company, with possibly a 
small exception, was owned by the counties of Davidson and 
Wilson. The majority was owned by Davidson county. This 
stock was also purchased by the Nashville, Chattanooga & St. 
Louis Railway Company from said counties, as will fully appear 
from the records in the county court of Wilson county, in 
minute book "E," pp. 302-5, and pp. 348-51. 

Previous to the purchase of the road and stock by the Nash- 
ville, Chattanooga <& St. Louis Railway, as above set out, the 
Tennessee & Pacific Railroad Company had l>ecome indebted to 
the State of Tennessee for bonds indorsed by its governor to 
aid in its construction. This indebtedness was secured by a 

9 



130 HISTORICAL SKETCH OF THE LEBANON BRANCH 

statutory lien or mortgage on the road. On March 28, 1872, 
the legislature of the state passed an act [Acts 1872, p. 27, ch. 
6, ex. ses.], authorizing this indebtedness to be compromised 
upon the payment by the board of directors of said road of 
$300,000 in bonds of the state, with coupons since January, 
1871, attached, one-fourth cash, or twenty days thereafter, and 
the balance in one, two, and three years thereafter. The 
Nashville, Chattanooga & St. Louis Railway, under and by 
virtue of this act, subsequently settled with the State of Ten- 
nessee, paying the $300,000, as provided therein, and thus 
secured a clean title to the road. The said Act of 1872 is in- 
serted in the next chapter. 

1. Legality of the purchase of the road. The purchase of this rail- 
way by the Nashville. Chattanooga & JSt. Louis Railway was legal. 
Under the Acts of Tennessee, 1871, ch. 69, which superseded the Acts of 
1871, ch. 22, it was provided that ''every railroad corporation in this 
state, whether created under a general or special law, shall have the 
power to acquire, by purchase or other lawful contract, and have, hold, 
xise, and operate any railroad, with its francliises, belonging to any other 
railroad corporation." 

2. Legality of the purchase of the stock. The purchase of this stock 
by the Nashville, Chattanooga & St. Louis Railway was also legal, 
tinder the Acts of Tenn.. 1869-70, ch. 49, sec. 4, ail railroad companies 
of this state were allowed to subscribe for or purchase the stock and 
bonds, or either, of any other railroad company, when their roads con- 
nected iJircctly or by intervening railroads. 

3. Consideration. For the consideration paid for the road, see deed 
to same, in next chapter. 

4. The ownership of the stock by Wilson and Davidson counties 
legal. Hy Acts Tenn., 1868-9. ch. 11, p. 93. sec. 29, Wilson and Davidson 
counties were authorized to subscribe for stock in the Tennessee & Pacific 
Railroad Company. 

What franchises, etc., passed under this sale. in addition 

to the road and other property conveyed, the deed specifically 
transferred all the rights, privileges, immunities, franchises, 
and easements of said Tennessee & Pacific Railroad Company 
to the Nashville, Chattanooga & St. Louis Railway. These 
rights, privileges, immunities, and franchises are largely set 
out in the charter of the said Tennessee & Pacific Railroad 
Company, but it will be noticed that section 15 of said charter 
also conveys to the company all the rights, easements, and 
franchises of the Nashville cfc Chattanooga Railroad Company. 
This being so, the latter company, as a lawful purchaser, is 
now entitled, on that line of road, to all the rights, privileges, 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 131 

and franchises contained in its own charter as well as that of 
the Tennessee & Pacific Railroad Company. 

1. The legislature, in granting a charter to one railway, may lawfully 
confer upon it all the rights, easements, and franchises of another by 
simply referring to it in the manner that this was done. See 8 Lea, 427. 

ti. For franchises, etc., contained in charter of Nashville & Chatta- 
nooga Kailroad Company, see chapter 1. See, also, discussion herein 
under Eminent Domain, Right of Way. liefer to index. 

Width Of right Of way. As sec. 15 of the charter of the 
Tennessee & Pacific Railroad Company conferred upon it all 
the rights, easements, and franchises of the Nashville & Chatta- 
nooga Railroad Company, the latter company, as the lawful 
purchaser thereof, is now entitled, over the line of this road 
from Nashville to Lebanon, to all the rights and privileges 
conveyed in sees. 23 and 24- of its own charter, which give a 
hundred feet on each side of the center of said road, when nec- 
essary for railway purposes, in the absence of any contract with 
the original landowner to the contrary. 5 Pickle (Tenn.), 293. 

For a discussion of this and kindred subjects, together with the right 
and method of taking more than one hundred feet on each side of the 
road, when necessarj-. for railroad purposes, see Eminent Domain. Ritjht 
of Way, herein. Refer to index. 

Where Tennessee & Pacific Railroad Company incorporated ; 

termini. The Tennessee & Pacific Railroad Company was char- 
tered by the State of Tennessee, Acts 1865-66, ch. 88, p. 252, 
the eleventh section of which provided that the said road should 
be located on the nearest and most practicable route from 
Knoxville to Nashville, and from Nashville to Jackson, and 
from Jackson to Memphis. 

Distance built when purchased by Nashville. Chattanooga 

& St. Louis Railway. Only the road from Nashville to Leba- 
non was completed when purchased, and no extension has since 
been made under this charter. 

ORIGINAL CHARTER OF THE TENNESSEE & 
PACIFIC RAILROAD COMPANY. 

[Acts Tenn., 1865-06, ch. 88, p. 252.] 

SECTION i. Incorporation, name, general powers. Be it 

enacted by the General Assembly of the State of Tennessee, That 
the formation of a company is hereby authorized which, when 



132 ORIGINAL CHARTER OF THE LEBANON BRANCH 

formed, shall be a body corporate by the name and style of the 
"Tennessee & Pacific Railroad Company," and by such cor- 
porate name shall be capable in law to buy, receive by gift, 
hold, sell, and convey real and personal estate as hereinafter 
provided, make contracts, sue and be sued, to make by-laws, 
and do all lawful acts properly incident to corporations and to 
the business for which it is hereby incorporated, and to have 
and use a common seal, the same to destroy at its pleasure, 
and shall have succession for ninety-nine years of members as 
hereafter provided. 

The corporate existence of this company has ceased, though its rights, 
privileges, and franchises are possessed and exercised by the Nashville, 
Chattanooga & St. Louis Railway. For its general powers, see chapter 
1, herein. 

SEC. 2. Value of shares, books opened, commissioners.^* 

it further enacted, That books for the subscription of two hun- 
dred thousand shares of the capital stock of said 

Stock, books 

company of fifty dollars each shall be opened on 
the first Monday of 1866, and shall be kept open for one hun- 
dred days, Sundays excepted, between the hours of ten o'clock 
in the morning and four o'clock in the evening of each of those 
days at the following places and by the following named per- 
where o ened sons: At Nashville, Tennessee, Joseph W. Allen, 
and by whom.' M Burns, A. Nelson, A. B. Shankland, A. V. S. 
Lindsley, Sam. J. Carter, T. D. Fite, W. M. Cook, A. G. 
Sanford, A. Halitton, John Kirkman, Jacob McGavock, A. H. 
Stephens, J. P. Campbell, J. W. Paramore, N. Derby, - 
Budake, and H. G. Scovel; at Lebanon, Wilson county, Dr. 
John D. Owens, Sam. Matley, Win. M. Faurt, J. R. Davis, 
Matthew Hawkins, T. W. Edwards, William B. Campbell, and 
B. J. Tarver; at New Middleton, Smith county, B. F. C. 
Smith, Sterling Ward, James G. Bridges, James Burnett, M. 
D. Mason, John Yeton, and E. Upton; at Alexandria, DeKalb 
county, William Floyd, T. J. Ford, W. L. Waters, and John 
D. Furan; at Cookeville, Putnam county, Holland Denton, B. 
D. Hunter, Stephen M. Burton, - - Douglas, and James Mc- 
Kinney; at Livingston, Overton county, J. D. Goodpasture, 
James M. Armstrong, J. M. Goodbar; at Montgomery, Mor- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 133 

gan county, E. Miles, W. J. Scott, Elssee Burrell, and S. C. 
Honeycutt; at Clinton, Anderson county, William Wallace, 
John Ross, James A. Daughty, and George Leath; at Knox- 
ville, Knox county, John C. Van Gilder, James Armstrong, 
John Williams, Joseph Logan, James C. Luttrell, James C. 
Moses, Perex Dickinson, and William Heiskell; at Sparta, 
White county, George Dihril, J. F. Vass, Dr. F. Snodgrass, 
H. L. Carvicke, Samuel Parker. 

SEC. 3. Subscription tO StOCk, payment.^ it further en- 
acted, That the said commissioners, or a majority of them, at 
each of the places aforesaid, shall receive subscription for stock 
in the said railroad company, during the time the said books 
are hereinbefore directed to be kept open, and on each share so 
subscribed, shall demand and receive one dollar, without which 
the subscription shall be void. 

SEC. 4. Deposit of money ; commissioners ; incorporation 

perfected, When. Be it further enacted, That as soon as the 
time for receiving subscription aforesaid shall have expired, 
the said commissioners shall respectively dejwsit all D eDOS j t | n 
the money so received by them in some national bank- 
bank doing business in this state, to the credit of the Tennessee 
& Pacific Railroad Company, and subject to the orders of the 
president and the board of commissioners hereinafter provided 
for and appointed, and shall also forward a correct list of the 
subscrH>ers, as well as the amount of stock each one shall have 
subscribed to the stock of said company, to said board of com- 
missioners, to be composed of the following persons, viz. : John 
P. Campbell, John Kirkman, A. Nelson, S. E. Hare, Charles 
H. Erwin, H. A. Sanford, A. Hamilton, Joseph W. Allen, J. 
J. Swiggart, John 13. Johnson, J. C. Parkhurst, Commissloll . 
H. A. Duncan, W. T. Berry, James Whitworth, ers< 
W. L. Waiters, John W. Bowen, G. W. Keith, John C. Van- 
Guilder, John Williams, Sam'l Morgan, Win. Bossen, J. W. 
Paremore, A. H. Stephens, E. H. East, and Stephen M. Bur- 
ton, who, or a majority of whom, shall constitute a quorum to 
do business. And said commissioners, immediately after the 
passage of this act, or as soon thereafter as convenient, shall 



134r ORIGINAL CHARTER OF THE LEBANON BRANCH 

meet in the city of Nashville, choose a president, establish rules 
to govern their proceedings, appoint such other officers and 
agents as they may think proper, and prescribe their duties. 
They shall have power, and are hereby directed, to appoint an 
agent or agents, to solicit stock in said corporation, in any 
state or country; and said board of commissioners shall ascer- 
tain, from time to time, the whole number of shares 
Organization. . . . , , , 

taken in said company; and as soon as the number 

of five thousand shares shall have been subscribed, on which 
the sum of one dollar per share shall have been paid, the 
Tennessee & Pacific Railroad Company shall be regarded as 
formed, and thenceforth and from that date the said subscribers 
of the said stock shall form a body politic and corporate in fact 
and in law, by the name and for the purposes aforesaid, and in 
all things to be represented by the board of commissioners 
aforesaid, under a board of directors hereinafter prescribed. 

SEC. 5. Commissioners survey route, when; books kept 

Open, When; increase Of Capital. Be it farther enacted, That 
upon the fact being ascertained of the subscription of five thou- 
sand shares aforesaid, and the payment aforesaid of one dollar 
per share to the stock of said company, the board 
of commissioners may proceed to survey the route 
of said road and estimate the cost of its construction. Never- 
theless, no conclusive and binding location of said road shall be 

O 

made by the commissioners, but the same shall be left to the 
determination of the first board of directors, chosen by the 
stockholders in the manner hereinafter directed; and the said 
board of commissioners, by themselves or agent, at such times 
and places as they shall deem proper, and upon such terms as 
to times and places as they may think proper, shall continue to 
Additional receive additional subscriptions until the number of 
subscription. R -^ v thousand shares shall have been subscribed to 
the capital stock of said company; and for the residue of one 
hundred thousand shares, the said corporation, when organized, 
may continue, in like manner, to receive additional subscrip- 
increase tions; Provided, That the directors, chosen by the 

stockholders of said company in the manner herein- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 135 

after directed, shall have power to increase the number of shares 
in said company to the amount necessary to complete said road. 

Six . (i. President and number of directors, how chosen. 

H< /f further enacted, That the affairs of said company shall be 
managed by a board of fifteen directors, any eight of whom 
shall constitute a quorum to do business, thirteen of whom shall 
be chosen by the stockholders, in the manner hereinafter pro- 
vided, and two of whom shall be appointed and commissioned 
by the governor; and a president of the company shall be elected 
by the directors, from their own number, in such a manner as 
the board of directors may prescribe. 

This road has been purchased by the Nashville, Chattanooga & St. 
Louis Railway, whose directors control it as a part of its general system. 
The number and method of electing- directors is therefore now controlled 
by the charter of said Nashville, Chattanooga & St. Louis Railway. See 
en. 1, sees. 8 and 9, herein. 

SEC. 7. First election Of directors.^ it further enacted, 
That at the first election for directors the board of commissioners 
shall have the power to appoint three judges and two clerks, 
for the purpose of holding said elections; and upon the certifi- 
cates of said judges the persons so elected directors shall be 
authorized to qualify as directors. 

SEC. 8. Annual election of directors, powers. Be it fur- 
ther enacted, That in order to continue the succession of pres- 
ident and directors of said company, thirteen directors shall be 
chosen annually by the stockholders of said com- Annual 
pany, at such times and places as the president and electlon - 
directors may designate, giving thirty days' notice of the same 
in one or more newspapers published in the cities of Nashville 
and Knoxville; and two directors shall be appointed and com- 
missioned annually by the governor; and the directors thus 
chosen and appointed of said company shall have power to ap- 
point judges and clerks of all elections, and to elect a presi- 
dent from among the members of said board of directors, and 
to allow him such pay for his services as they may think 
proper; and if any vacancy occur by death, resignation, or 
otherwise, of any president or directors, before the time he 
was elected for has expired, a person to fill such vacancy for 



136 ORIGINAL CHARTER OF THE LEBANON BRANCH 

the unexpired time shall be appointed by the president and 
Powers of directors; and the president and directors shall hold 
directors. an( j exercise their offices until their successors are 
elected and qualified. If the time fixed by a by-law of the cor- 
poration for holding the annual election of directors shall have 
passed without the holding of an election for directors, the 
corporation shall not be, on that account, dissolved, but it shall 
be lawful on any other day to hold and make such election. 

This road is now owned by the Nashville, Chattanooga & St. Louis 
Railway, whose directors control it as a part of its general system. The 
directors of the general system are now elected under the charter of 
the Nashville, Chattanooga & St. Louis Railway. See ch. 1, sees. 8, 9, 10, 
herein. 

SEC. 9. Oath of president treasurer's bond. Beit further 

enacted, That the president and directors, before they act as 
such, shall make oath or affirmation that they will 
well and faithfully discharge the duties of their 
respective offices, to the best of their skill and ability; and the 
said president and directors shall have power to appoint a treas- 
urer of said company and to require of him a bond in such pen- 
alties, with such securities, as they may prescribe, 
payable to said company, and conditioned for the 
faithful keeping and disbursing all money that may come into 
his hands as treasurer of said company, and with such other 
conditions as they may prescribe, upon which said bond a re- 
covery may be had for a breach of the condition thereof by 
suit in the corporate name of said company in any of the 
courts of this state having jurisdiction thereof; and the board 
of directors, in the absence of the president, may fill his place 
by electing one of their members president pro tempore. 

SEC. 10. Liability Of directors. Be it further enacted, That 
the board of directors shall not exceed in their contracts the 
Not to exceed amoun ^ f the capital of the corporation or the 
funds the funds of the company may have bor- 
rowed or the amount of the state aid hereinafter provided for 
and which may be placed at the disposal of the board; and, in 
case they should do so, the president and directors, at any 
meeting at which the contracts so exceeding the amounts afore- 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 137 

said, and voting for the same, and not voting against 

Liability. 

it, shall be jointly and severally liable for such ex- 
cess, l>oth to the contractors and corporation. 

For the liability of directors of the general system of which this road 
now forms a part, see charter of Nashville, Chattanooga & St. Louis 
Railway, sec. 12. 

SEC. 11. Construction, when to commence; rate of charge; 

route. Be it fartlier enacted, That said company shall have 
power and may proceed to construct said railroad Whento 
as sjKiedily as their means will permit, and may use a""" 1 " 1 "- 
any section of said road, by them to be constructed, before the 
whole is completed, subject to the same rates that 
other railroads in this state are allowed by law to 
charge; Provided, Said railroad shall be located on the nearest 
and most practicable route from Knoxville to Nashville, and 
from Nashville to Jackson, and from Jackson to 
Memphis, to be ascertained by the survey herein- 
before authorized and directed; and said company have the ex- 
clusive right of carrying and transporting Arsons, goods, mer- 
chandise, and all freight and produce, over said road by them 
to be constructed, subjected to the same rates hereinbefore pre- 
scribed and directed. 

As to rate of charge, see notes to sec. 14 of charter of Nashville & 
Chattanooga Railroad Company, chap. 1. 

SEC. 12. Installments, forfeiture of shares.^ it further 

enacted, That the board of directors may call for the payment 
of forty-nine dollars on each share, in sums not ex- 
ceeding five dollars at any one time; thirty days' 
notice of which shall first be given in one or more newspapers 
published in the cities of Nashville and Knoxville, and a failure 
to pay after such notice, or to secure the same to be paid, ac- 
cording to the rules of the company, any of the installments so 
called as aforesaid, shall work a forfeiture of the share or shares 
on which default shall be made, and all payments thereon; and 
the same shall vest in and belong to said company; but the 
board of directors may, upon the owner or owners thereof pay- 
ing all arrearages on such share or shares, with all Forfe | tures 
costs which may have accrued, and the interest there- etc * 



138 ORIGINAL CHARTER OF THE LEBANON BRANCH 

on, restore the same; or the directors may revive the forfeiture 
after thirty days and sue the stockholder or stockholders, at 
their discretion. 

SEC. is. Transfer of stock, increase of capital. Beit fur- 
ther enacted, That the stock in said company may be transferred 
in such manner and form as may be directed by the by-laws of 
said corporation; and said company may increase the capital 
Ma increase stock to a sum sufficient to complete said railroad 
capital. j-he wno j e distance between Knoxville and Mem- 

phis, upon the nearest and most practicable route, to be ascer- 
tained as hereinbefore provided, and to stock said railroad with 
everything necessary to put it in complete operation, either by 
opening books, from time to time, for new stock, or by bor- 
rowing money upon the credit of the company, and in the man- 
ner which it may be done in either case, shall be prescribed by 
the by-laws of said corporation; and any state, citizen, or cor- 
poration, or company, of this or any other state or country, 
may subscribe for and hold stock in said company. 

See notes to sec. 16 of charter of Nashville & Chattanooga Railroad 
Company, ch. 1, herein. 

SEC. 14. Qualification of officers and voters, proxy, scale 

Of voting. Be it further enacted, That any person who is the 

owner of one or more shares of stock, in his own right, and 

who has been the owner of the same three months (except at 

Eligibility ^ e ^ rs ^ e l ec ti n )> shall be eligible to hold any office 

in said company; and every person must have owned 

the share or shares, on which he offers to vote, at least three 

months, except at the first election; and stockholders may vote 

in person or by proxy, given in writing, and in 

voting for directors, or on any question which may 

come before a meeting of the stockholders, or which may be 

submitted to the stockholders in any other manner, the owner 

of one or more shares shall be entitled to one vote for each 

share he, she, or they may own. 

See notes to sees. 19 and 20 of charter of Nashville & Chattanooga 
Railroad Company, ch. 1, herein. 

SEC. 15. Right of way, condemnation; Nashville & Chat- 
tanooga charter applies, when; storage. Be it further en- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 139 

acted. That the right of way is hereby granted to 

, Right of way. 
said corporation, to have and to hold in fee, or for 

a term of years, any lands, tenements, or hereditaments which 

IIKIV l>e necessary to said road or appurtenance 

Real estate, 
thereof, or for the erection of depot houses, or 

storehouse or houses, or offices for the officers and servants or 
agents of the company, or for workshops or foundries to he 
used for the said company, or for procuring rock, stone, tim- 
ber, earth, and gravel, water, and all materials necessary for 
the construction of the road and its appurtenances, and for ef- 
fecting transportation thereon; and where any land or right of 
way may he required by said company for the purpose of con- 
structing said road, and, for the want of agreement or for any 
other cause the same cannot be purchased from the owner or 
owners thereof, the same may be taken at a valua- 
tion to be ascertained in the way, and with the same 
rights, conditions, and liabilities, as is especially provided and 
enacted in the act chartering and incorporating the Nashville & 
Chattanooga Railroad Company, and all the rights, easements, 
and franchises, and all the liabilities to and held by the said 
Nashville & Chattanooga Railroad Company shall be held, pos- 
sessed, and exercised, and are hereby granted, to Rlghts of N 
the company which it is intended by this act to in- C.*st. L. Ry. 
corporate, including the right to take and store all goods, wares, 
merchandise and produce intended to be transported over said 
road, provided said company shall not charge stor- Stora _ e 
age on goods, wares, merchandise, and produce char * es - 
which they receive in store to be transjK>rted over said road, 
but shall be allowed to charge the usual rates of storage on all 
freights received for delivery, after giving the assignee or as- 
signees ten days' notice of the reception of such freights. 

Status of the right of way on this branch now. It will he noticed, 
as one of the peculiarities of this charter, that the right of way was first 
granted to the company. It then provided, and which is the most val- 
uable part of the charter, that " if, for want of an agreement or for any 
other cause, the right of way cannot be purchased, the same may be 
taken at a valuation to be ascertained in the way, and with the same 
rights, conditions, and liabilities, as is provided and enacted in the char- 
ter of the Nashville it Chattanoog-a Railroad Company." etc. This was 
a very vahiable franchise, and confers upon the Nashville, Chattanooga 



140 OKIGINAL CHARTER OF THE LEBANON BRANCH 

& St. Louis Railway, which company has subsequently purchased the 
property, road, franchises, etc., of this railway, the right to one hundred 
feet on each side of the center of the road, when necessary for railway 
purposes, in the absence of any written agreement with the original 
landowner to the contrary. 

See full discussion of this in notes to sees. 24 and 25 of the charter of 
the Nashville & Chattanooga Railroad Company, ch. 1, herein. 

SEC. 16. Dividends, banking, and insurance. Beit further 

enacted, That the profits of said company, or as much thereof 
as the board of directors may deem advisable, shall, when the 
affairs of the company permit, be paid to the stockholders semi- 
annually, in proportion to the amount of stock each may hold, 
but no dividend shall be paid to any defaulting stockholder; 
and said company is hereby expressly prohibited from carrying 
on any banking operations, but may effect insurance on the 
lives and property transported over said road. 

See notes to sees. 30 and 31 of charter of Nashville & Chattanooga 
Railroad Company, ch. 1, herein. 

SEC. 17. President and directors, powers of. Be it further 

enacted, That the president and board of directors shall have 

Appoint offi- power to appoint all officers, agents, engineers, 
cers, agents, . , u 

etc. servants, and employees, in whatsoever number 

may be necessary to carry on, aid, inaugurate, and transact 
the business of the company, and to remove them at pleasure; 
Salaries ac- * ne } 7 sna ^ have the power to determine and fix by 
counts, etc. contract the amount of compensation of all officers, 
agents, servants, and employees of said company, and to regu- 
late by their by-laws the manner of selling and adjusting all 
accounts in favor or against the company, and the said com- 
pany shall have and possess all such additional powers as may 
be necessary to carry into effect and execution the power granted 
in this act of incorporation. 

SEC. 18. State aid tO. Be it further enacted, That the same 
state aid to railroads provided for by the act of 1852, ch. 151, 
and subsequent acts amendatory thereof, commonly called the 
"Internal Improvement Law,'' is hereby granted to the com- 
pany intended to be corporated by this act; and whenever it 
shall be satisfactorily shown to the governor that stock suffi- 
cient in good and bona fide subscription to grade and prepare 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 141 

for iron rails thirty miles of the said road, then the governor 
shall be authorized, and is hereby authorized, to issue and de- 
liver, upon the application of the president of the said company, 
the amount and kind of bonds provided for as aid to said road in 
said general internal improvement law, which shall 
not be sold l>elow the par value; and as fast as every 
additional ten miles shall be prepared, as directed in said law, 
then the additional amount of the same kind of bonds shall, by 
the governor, be issued and delivered in like manner to said 
company, and in all other respects all the aid to 
railroads provided for in the general internal im- 
provement laws of this state are hereby granted to the company 
herein incorporated, under the restrictions, liabilities, and liens 
therein prescribed. 

See next chapter for state aid. 

SEC, 19. State aid, how determined. Be it further enacted, 

That the same amount of state aid in coupon bonds, payable in 
the same way, and having a like time to run, upon the same 
conditions, and with the same liens, securities, and liabilities 
that are granted to the Southwestern Railroad Company to aid 
said company in building bridges, are hereby granted for the 
same purpose to the Tennessee & Pacific Railroad Company, in- 
corporated by this act; and the governor is hereby authorized 
to issue to the said company bonds of the same amount and kind 
aforesaid, upon the same conditions as are provided for in the 
act incorporating the Southwestern Railroad Company, and the 
several amendments thereto. 

SEC. 20. State aid; lien On road for. Beit further enacted, 
That for the bonds received, as herein provided, the state shall 
have and hold a prior lien upon the said railroad, its fixtures 
and equipments, to be built by the company intended to l>e in- 
corporated by this act, in the same way and to the same extent, 
and with the same remedies, and with as full power to enforce 
the same, as it possesses in regard to the other railroads in the 
state, to which aid has or shall be extended; and the president 
and directors of the Tennessee & Pacific Railroad 
Company, by this act incorporated, shall provide for 



142 ORIGINAL CHARTER OF THE LEBANON BRANCH 

and pay the interest upon the bonds by them received from the 
state, as the same falls due, and shall provide for and pay 
the same rate per cent, into the sinking fund as other railroads 
in the state are required by law to pay, and, failing to do so, 
shall be subject to the penalties established by law. 

SEC. 21. Road tO be Completed, When. Be it further enacted, 
That the railroad authorized by this act shall be commenced 
within five years after the passage of the same, and shall be 
finished in fifteen years thereafter, otherwise the charter hereby 
granted shall be void. 

SEC. 22. Company subject to general laws; president 

Be it further enacted, That the company chartered by this act 
shall be subject to all general laws passed in this state for the 
government of railroad companies, and no person shall be 
elected thereto, or hold the office of president of this railroad, 
who is president of any other railroad in this state. (Acts 
1865-6, ch. 88, p. 252; passed May 24, 1866.) 

It will be noticed that the above section does not reserve the right to 
modify, alter, or repeal the charter. It simply provides that the com- 
pany "shall be subject to all general laws passed in this state for the 
government of railroad companies." In other words, this referred to 
"police" and "traffic" regulations, and in no manner can be construed 
into a reservation on the part of the state to modify, alter, or repeal the 
charter, or to divest the company of any vested rights under the same. 
Section 15 of this charter, therefore, providing for a one hundred foot 
right of way on either side of the center of the road, in absence of con- 
tract to the contrary, is binding. See 9 Bax., 442; 2 Pick., 614; 3 Pick., 
155; 13!) U. S., 833; 29 U. S., 938; 117 IT. S., 129. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 143 



CHAFFER VI. 

DEED OF AND ACTS RELATING TO THE TENNESSEE & PACIFIC 
RAILROAD COMPANY. 

Deed to Nashville, Chattanooga & St. Louis Railway of road, 
franchises, etc., of Tennessee & Pacific Railroad. 

TENNESSEE & PACIFIC R. R. Co., 

TO Deed. 
N., C. &ST. L. RY. 
In pursuance of the resolutions of the stockholders of the 
Tennessee & Pacific Railroad Company, adopted at their con- 
vention at Nashville, on September 12, 1877, and that of the 
directory of said company, passed on the first day of October, 
1877, as will appear from the minutes of said board, and for 
and in consideration of the payment to the said Tennessee & 
Pacific Railroad Company of the sum of one hundred and forty 
thousand six hundred dollars in State of Tennessee bonds, forty 
thousand dollars in Tennessee & Pacific Railroad Company 
mortgage ten per cent, bonds, and ten thousand dollars in 
cash, by the Nashville, Chattanooga & St. Louis Railway, the 
receipt whereof is hereby acknowledged, the said Tennessee & 
Pacific Railroad Company does hereby bargain, sell, alien, and 
convey to the said Nashville, Chattanooga <fe St. Louis Railway 
and its assigns, forever, all and singular the estate and prop- 
erty, real, personal, and mixed, and all fixtures, rights, privi- 
leges, immunities, franchises, and easements of all and every 
kind held and owned or occupied by the said Tennessee <fc Pa- 
cific Railroad Company or thereto belonging, including, espe- 
cially, all and singular the railroad of said company, with the 
appurtenances thereof, from and including its terminus at Nash- 
ville, in the county of Davidson, State of Tennessee, to and in- 
cluding its terminus in the town of Lebanon, in the county of 
Wilson, in said state, l>eing a distance of about thirty miles; 
together with all and singular the lands, tracks, lines, rails, 



144 DEED OF AND ACTS RELATING TO LEBANON BRANCH 

bridges, ways, rights of way, materials, privileges, interests, 
real estate, and personal property, situated in the State of Ten- 
nessee, of every kind and character, including the depots and 
stations and grounds attached thereto, on said line of railroad; 
and also all the rolling stock, locomotives, engines, tenders, 
cars, tools, and machinery belonging or appertaining to the 
said railroad of the Tennessee & Pacific Railroad Company, as 
aforesaid, including all of the choses in action of said com- 
pany, of every kind and nature but this is not to include the 
claim known as the Mabry claim, being a debt due by one Jas. 
A. Mabry and secured, in part, by real estate in or near Knox- 
ville, Knox county, Tennessee, the said Mabry claim being 
excluded from the conveyance herein, and to be and remain the 
property of the said Tennessee & Pacific Railroad Company. 
To have and to hold the same to the said Nashville, Chattanooga 
& St. Louis Railway and its successors and assigns, forever. 
And the said Tennessee & Pacific Railroad Company does hereby 
covenant to and with the said Nashville, Chattanooga & St. Louis 
Railway that it is lawfully seized and possessed of said above 
described property, and has full right and power to convey the 
same, and that the same is wholly unincumbered, and that it 
will forever warrant and defend the title to the same against 
the claim or claims of any and all persons whatsoever to the 
said property herein conveyed and any part thereof. 

In witness whereof, the said Tennessee & Pacific Railroad 
Company has caused its president to affix its corporate name 
and seal hereto, this first day of October, 1877. 

[SEAL.] TENNESSEE & PACIFIC RAILROAD, 

By JOHN W. CHILDRESS, Pr. 

R. C. BRANSFORD, Sec'y. 

Registered December 7, 1877, in Register's office, Davidson 
county, Tennessee, book 58, p. 537. 

Counties of Wilson and Davidson given privilege of voting for 
stock in Tennessee & Pacific Railroad Company. 

Be it further enacted, That the general provisions of sees. 5, 
6, 9, and 12 of this act be, and the same are hereby, extended to 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 145 

the . . . and the Tennessee & Pacific Railroad Company, 
and that the counties of Wilson and Davidson shall have privi- 
lege of again voting for or against subscriptions to the stock of 
said Gallatin & Lebanon and Tennessee & Pacific Railroad 
Companies, at the request of said companies, and all laws or 
parts of laws conflicting herewith are hereby repealed. (Acts 
Tenn., 1868-9, ch. 11, p. 93, sec. 29.) 

1. The counties of Wilson and Davidson, under this authority, voted 
a large subscription. Their stock was subseqxiently sold to the Nash- 
ville, Chattanooga & St. Louis Railway. See minute book " E," pp. 302- 
305 and 348-351 of the county court of Wilson county. 

2. Sees. 5, 6, and 9, above referred to, authorized the counties to in- 
dorse the bonds of the company, and prescribed rules and regulations 
in regard thereto. 

3. Sec. 12, above referred to, authorized the company to issue bonds 
to an amount not exceeding two hundred thousand dollars, on such 
terms and in such denominations as to it might seem advisable. 

Tennessee & Pacific Railroad Company and Nashville & Cin- 
cinnati Railroad Company authorized to unite upon a 
common track, how and when. 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennezxee, That the charter of the Nashville & Cincin- 
nati Railroad Company, enacted by the general assembly at its 
session of 1851-2, as recorded in ch. 303, is hereby revived, 
with the privilege of building said road to such distance as may 
be deemed expedient by said company, on the south side of the 
Cumberland river, and the said Nashville & Cincinnati Railroad 
Company and the Tennessee & Pacific Railroad Company are 
hereby authorized and empowered to unite upon a common 
track, either single or double, as may be deemed expedient by 
said companies, and to such distance to the eastward or north- 
eastward of Nashville as the said companies, in their discretion, 
may agree upon. But in the case of any such union of the said 
roads upon a common track, as herein provided, the state aid 
provided for by law shall not l>e extended in full to each of the 
roads for the distance they may run upon a common track, but 
only to the amount of three-fourths thereof to each road; and 
for such distance as the said roads may run upon separate and 
distinct tracks the said state aid shall he extended in full, as 
10 



146 DEED OF AND ACTS RELATING TO LEBANON BRANCH 

provided for by law. (Acts Term., 1865-6, p. 388; passed 
May 26, 1866.) 

Attorney- general directed to institute suit against Tennessee 
& Pacific Railroad Company for bonds fraudulently ob- 
tained. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the attorney -general of this state shall forth- 
with institute, in the name of the state, a suit in the chancery 
court of Davidson county, against the Tennessee & Pacific Rail- 
road Company, setting forth particularly that the said company 
has fraudulently obtained the issuance of the bonds of the state, 
to the amount of eight hundred and eighty-five thousand dol- 
lars, and has obtained the issuance of the said bonds contrary 
to the provisions of the act to establish a system of internal im- 
provements in this state, passed February 11, 1852, and con- 
trary to the provisions of an act passed December 7, 1867, en- 
titled "An act to amend the internal improvement laws of the 
state," passed February 11, 1852, and enjoining said Tennessee 
& Pacific Railroad Company, its officers, agents, directors, and 
stockholders, from in any way disposing of said bonds until the 
further order of the court, and asking that the board of direct- 
Officers and ors ' P res ident, officers, and stockholders of the Ten- 
nessee & Pacific Railroad Company be held in- 



dividually liable for the payment of the bonds so 
fraudulently and illegally obtained by such company, and for 
all other losses that may fall upon the state in the consequence 
of the commission of any fraud by such company, or by the 
illegal act of said company in the receipt or disposal of said 
bonds by said company, its agents, or officers or attorneys; Pro- 

vided, That nothing in this act shall be so construed 
Proviso. . 

as to require suit to be brought against John Kirk- 

man, W. K. Elliston, Thomas Chad well, E. J. Williams, D. 

Cooke, Jr., E. H. East, and Abram L. Demoss, or any di- 

rectors or stockholders of said company who may show that 

they were ignorant of or opposed to the procurement of said 

bonds by the company; Provided further, That 

said stockholders did not approve of the use of said 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 147 

bonds, or the proceeds thereof after they were obtained, in the 
building of the roadbed, bridges, or in the buying of iron for 
the purpose of ironing said road, or the furnishing of cross- 
ties, or other material of said road. And said attorney -general 

shall also pray the court for such other relief in 

._ Other relief, 
behalf of the state, as against the said company, its 

directors and stockholders, as under existing laws may be law- 
fully granted; Provided, That the attorney-general shall not 

bring suit against said company, its directors and 

Proviso. 

stockholders, as herein provided, without the con- 
currence or assent of Robert J. McKinney, Archibald Wright, 
Francis B. Fogg, and the governor, secretary of state, and 
comptroller, or a majority of them. 

SEC. 2. Be it further enacted, That the public welfare re- 
quires that this act shall take effect from and after its passage. 
(ActsTenn., 1870, ch. 116, p. 179; passed July 7, 1870.) 

A bill was filed under this act, but dismissed, as the company settled 
under the Acts of 1872, ch. 6. See act further on. 

Resolution directing directors of Tennessee & Pacific Railroad 
Company to account for funds received by road ; to dis- 
close list of stockholders and distance road had been 
built, and cost. 

Resolved by tltc General Assembly of tlie State of Tennessee, 
That the president and directors of the Tennessee & Pacific 
Railroad Company be, and they are hereby, requested to ren- 
der this general assembly, on or before the first day of Feb- 
ruary, 1871, a full and detailed account of all funds of every 
kind and description which have been received by them from 
all sources, and how the same has been disbursed, to whom 
paid and for what purpose paid, and what amount of said funds 
and of what kind, are now in their possession. 

Resolved furttter, That the said president and directors fur- 
nish also to this general assembly a full and complete list of 
stockholders in said railroad company, showing the amount of 
stock subscribed by each stockholder, the date of each subscrip- 
tion, the amount paid by each at the time of subscribing, how 
much has been paid since, and the amount and date of any such 



148 DEED OF AND ACTS RELATING TO LEBANON BRANCH 

subsequent payment, and how much, if any, remains unpaid 
upon such subscription of stock. 

Resolved further, That the said president and directors be 
required to furnish this general assembly with a statement show- 
ing how far said road is completed and in operation, and cost 
of constructing and equipping the same, the cost of running it, 
and receipts or earnings of said Tennessee & Pacific Railroad. 
(Acts Tenn., 1870-1, p. 169, No. 29; approved January 24, 
1871.) 

Commissioners directed to sell Tennessee & Pacific Railroad 
and bonds hypothecated by it condition. 

SECTION 1. Be it enacted by the General Assembly of the 
State of Tennessee, That the commissioners for the state for the 
sale of delinquent railroads be, and they are hereby, instructed 
to file a bill in the name of the state, or take any other neces- 
sary steps for the sale of the Tennessee & Pacific Railroad, or 
of the interest of the state therein, as provided by the act 
which this is intended to amend. 

The act referred to above as being amended by this act. authorized 
the sale of all delinquent railroads, and may be found in Acts Tenn., 
1870-71, ch. 23, p. 25, which, in turn, amended the Acts of 1870, ch. 79. 

SEC. 2. Be it farther enacted, That the bonds hypothecated 
Bonds hypoth- by the Tennessee & Pacific Railroad Company shall 
sold. be sold and the proceeds of sale shall first be applied 

to the discharge of the sum for which said bonds were hypoth- 
ecated, and the residue paid into the state treasury. But should 
it not be necessary to sell all of said bonds, then only so many 
of said bonds shall be sold as will realize a sum necessary for 
that purpose, and the others shall be deposited with 
the comptroller of the treasury; Provided, Said 
railroad company, or its stockholders, electing so to do, may 
. settle for the state's interest therein without the 
without suit. gujt herein provided for, upon the same basis of 
proportional payment with the purchasers of the Winchester & 
Alabama, McMinnville & Manchester, Knoxville & Kentucky, 
and the Cincinnati, Cumberland Gap & Charleston railroads; 
that is to say, said Tennessee & Pacific Railroad Company, or 
its stockholders, may purchase the entire interest of the state 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 149 

therein by paying to the governor, in lawfully issued bonds and 
coupons of the state, such proportion of its state debt as will 
equal the average projxjrtion of the aggregate like debts of 
the other named railroads, which has l>een realized and secured 
to the state by sales of the same; the amount so to be paid to 
be ascertained by said commissioners, and payment Paynieilt 
thereof to be made and secured upon exactly the how m * de< 
same terms and conditions as those for the other railroads spec- 
ified; the company to have preference of purchase, company to 
and until the second Tuesday of April, 1872, in erence. 
which to make the first payment, and upon the company's 
failure to purchase, then the stockholders thereof to have twenty 
days from the said second Tuesday of April, 1872, in which to 
purchase and make the first payment, but a purchase by any 
part of the stockholders to be for the benefit of all stockholders 
in proportion to their respective amounts of stock, including 
the counties of Wilson and Davidson, who may elect to par- 
ticipate in such purchase under its terms, and it being further 
expressly provided that a sale under provisions of 
this act shall forever prevent said Tennessee & 
Pacific Railroad Company from demanding or receiving any 
further issue of bonds of the state, under any act of the legis- 
lature heretofore passed; Provided further, That nothing in 
this act shall relieve said Tennessee & Pacific Railroad Com- 
pany from liability to the state in full for all such bonds re- 
ceived from the st-ite, as may be judicially determined under 
suit in the chancery court at Nashville, to be illegally held by 
said company; the institution of such suit to be at the sound 
discretion of said commissioners, under advice of the attorney- 
general of the state, or such other legal counsel as may be 
selected, and to be only instituted within ninety days after the 
passage of this act, and in default of such suit settlement 
under the provisions of this act to be final; but if the suit pro- 
vided by this section be instituted, said company, or its stock- 
holders, to have sixty days from final decree under the same in 
which to purchase said Tennessee & Pacific Railroad on the 
terms herein provided. 



150 DEED OF AND ACTS RELATING TO LEBANON BRANCH 

SEC. 3. Be it further enacted, That this act take effect from 
and after its passage, the public welfare requiring it. (Acts 
Tenn., 1871, ch. 127, p. 138; passed December 13, 1871.) 

This act was amended by Acts 1872. ch. 6, p. 27 (ex. ses.). See act 
immediately following. 

Commissioners authorized to compromise state's claim against 
Tennessee & Pacific Railroad Company for $300,000, 
how. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the said act, passed on the 13th December, 
1871, which provides for a sale of the state's interest in the 
Tennessee & Pacific Railroad, be amended so that the directors 
of said road, representing the stockholders in said Tennessee 
& Pacific Railroad Company, shall be permitted to 

fiernent be* settle the debt of the state against said railroad on 
tween state , . , . . j 4 

and T.& p. R. account of state bonds issued to it in aid of its con- 

R Co 

struction, by the payment to said commissioners of 
the sum of three hundred thousand dollars ($300,000), in the 
bonds of the State of Tennessee, with coupons since January, 
1871, attached, under the provisions of existing laws upon the 
subject of the sale of delinquent railroads, one-fourth of which 
shall be paid on the day of sale or twenty days thereafter, and 
the balance in one, two, and three years thereafter. 

SEC. 2. Be it further enacted, That a compliance with the 
provisions of this act shall be deemed a full satisfaction and 
discharge of the state's claim against said railroad. 

SEC. 3. lie it further enacted, That the second section of the 
act of December 13, 1871, with the provisos thereto attached, 
is hereby repealed, upon the Tennessee & Pacific Railroad Com- 
pany accepting the terms of this act, and upon said company 
making the payment and complying with the terms as required 
by this act, and upon the company paying the costs that have or 
may accrue upon any suit brought by the state to recover any 
portion of the state's bonds heretofore issued to said company; 
and section first of said act of December 13, 1871, is suspended 
until said Tennessee & Pacific Railroad Company shall notify 
the commissioners of their refusal to accept the terms of the 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 151 

first section of this act, provided said notice shall be given the 
commissioners within twenty days after the passage of this act. 
SEC. 4. Be it further enacted, That this act shall take effect 
from and .after its passage, the public welfare requiring it. 
(Acts Tenn., 1872 (ex. ses.), ch. 6, p. 27; passed March 28, 
1872.) 

The state was settled with under this act. 

State aid to the Tennessee & Pacific Railroad. Below is 

given the act of the legislature of Tennessee authorizing state 
aid to be granted to the Tennessee & Pacific Railroad, for the 
purpose of building and equipping its road. This aid was 
given by having the governor to indorse the bonds of the road 
on behaff of the state. The act is quite lengthy, and is so sel- 
dom required, being long since repealed, that, for the purpose 
of space and economy, it is not deemed advisable to insert it in 
full in this compilation, but simply refer to the act and page 
where it can be found. 

Acts of 1867-8, ch. 17, p. 14, sec. 9. An additional sum 
of $10,000 per mile appropriated to the Tennessee & Pacific 
Railroad Company under the internal improvement act. The 
charter of the road itself provided for state aid. See charter 
in preceding chapter. 



152 ABSTRACT OF TITLE TO FAYETTEVILLE BRANCH 



CHAPTER VII. 

WINCHESTER & ALABAMA RAILROAD COMPANY. 
(Now FORMING PART OF FAYETTEVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. Under the general improvement laws of 1851-52, and 
amendments thereto, the State of Tennessee, through its gov- 
ernor, indorsed the bonds of the various railroads in the state, 
to aid in their construction, retaining a lien on the respective 
roads so assisted, as security therefor. Among the number 
was the Winchester & Alabama Railroad Company. 

Default having been made in the payment of interest on the 
bonds issued for its benefit, a bill was filed in the chancery 
court at Nashville in the name of the state, against the Edge- 
field & Kentucky Railroad Company et als., to which the Win- 
chester & Alabama Railroad Company was also made a defend- 
ant, seeking to enforce the state's lien or statutory mortgage. 

This bill was filed in pursuance of an act of the legislature 
of 1870-71, ch. 23, p. 25, authorizing the sale of all delin- 
quent roads, the tenth section of which provided, ' ' that upon 
the sale of any of the franchises of either of the railroad com- 
panies, by the commissioners, under the provisions of this act, 
all the rig/its, privileges, and immunities appertaining to the 
franchise so sold, under its act of incorporation, and the amend- 
ments thereto, and the general improvement law of the state, 
and acts amendatory thereof, shall be transferred to and vest in 
such purchaser, and the purchaser shall hold said franchise, 
subject to all liens and liabilities in favor of the state, as now 
provided by law against the railroad companies. ' ' 

A decree of sale was entered, and the commissioners reported 
that propositions were made by John Frizzell and others, and 
Wright & Co., to buy the road at the minimum price fixed by 
the decree, which was $300,000. Preference was given to 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 153 

Wright & Co., but after considerable litigation they withdrew 
their offer, and M. J. Wicks and J. J. Donegan purchased the 
road at the figure mentioned. Their bids were subsequently 
transferred to the Memphis & Charleston Railroad Company, 
and on June 28, 1875, a final decree was entered in said case, 
confirming the sale of the road, franchises, privileges, right of 
way, etc., to said Memphis & Charleston Railroad Company. 
See decree itself in minute hook 2, p. 438, in chancery court 
at Nashville, Tenn., which decree is also set out herein, in next 
chapter. The decree, with proper acknowledgments, is regis- 
tered in the register's office of Warren county, in book 7, No. 
7, pp. 72, 73; in Coffee county, in book vol. No. 2, trust deeds, 
etc., pp. 4 and 5 [book E, p. 109]; in Franklin county, in 
book 6, p. 40, and in trust book No. 1, pp. 354-5-6. On 
July 28, 1877, the Memphis & Charleston Railroad Company 
sold this railway, together with the McMinnville & Manchester 
Railroad, to the Nashville, Chattanooga & St. Louis Railway, 
for the sum of $320,000, in bonds and other considerations 
mentioned in the deed. This conveyance was registered in the 
register's office of Franklin county, book 1, pp. 553-555; in 
Lincoln county in book Z, pp. 216-221; in Coffee county in 
book P, pp. 453, 454; in Warren county in book 8, pp. 296-299. 
The deed is also inserted herein among the acts, deeds, etc., re- 
lating to the Winchester & Alabama Railroad. See next chapter. 

This was a legal purchase. Under the Acts of Tenn., 1871, eh. 69, 
which superseded the Acts of 1871, ch. 22, it was provided that, ''every 
railroad corporation in this state, whether created under a general or 
special law, shall have the power to acquire, by purchase or other law- 
ful contract, and have, hold, use, and operate, any railroad, with its 
franchise*, belonging to any other railroad corporation." 

What franchises, etc., passed to the Nashville, Chattanooga 

& St. Louis Railway under this Sale. In addition to the prop- 
erty, right of way, lands, tracks, etc., therein conveyed, the 
deed specifically provided for the transfer of all the right*, 
privileges, iminnnUiex, and f ranch i#t>x of the company. Sec- 
tion 1 of the charter of the railway provided that the said com- 
pany should "have and enjoy all the right* and privileges 
secured to the Nashville & Chattanooga Railroad Company by 
an act of the general assembly passed December 11, 1845, and 



154: ABSTRACT OF TITLE TO FAYETTEVILLE BRANCH 

subject to all the restrictions contained in said charter, which 
said road shall be built and constructed agreeable to the require- 
ments of the aforesaid charter." This being so, the original 
Winchester & Alabama Railroad Company possessed all the 
rights and privileges of the Nashville & Chattanooga Railroad 
Company, and the latter company, as the lawful purchaser 
thereof, under the Acts of 1871, ch. 69, is now entitled to hold 
and operate the same, with all such rights and privileges. 

1. For rights and privileges of the Nashville & Chattanooga Railroad 
charter, see ch. 1. See, also, general discussion herein under Eminent 
Domain, Right of Way, etc. Refer to index. 

2. The legislature, in granting a charter to one railroad company, 
may lawfully confer upon it all the rights, easements, and franchises of 
another, by simply referring to it in the manner that this was done. See 
8 Lea (Tenn.), 427'. 

Width Of right Of way. As the charter of the Winchester 
& Alabama Railroad Company conferred upon it all the rights 
and privileges of the Nashville & Chattanooga Railroad Com- 
pany, the latter company, as the lawful purchaser thereof, is now 
entitled over the line of this road from Decherd to Fayetteville 
and from Elora to the state line, to all the rights and privileges 
conveyed in sections 23 and 24 of its own charter, which gives 
a hundred feet on each side of the center of said road, when 
necessary for railway purposes, in the absence of any contract 
with the original landowner to the contrary. (5 Pick., 293.) 

For a general discussion of this and kindred subjects, together with 
the right and method of taking more than one hundred feet on each side 
of the center of the road, when necessary for railroad purposes, see 
Eminent Domain, Right of Way, herein. Refer to index. 

Where Winchester & Alabama Railroad Company incorpo- 
rated, termini. The Winchester & Alabama Railroad Com- 
pany was chartered by Acts Tenn., 1849-50, ch. 56, sec. 6, to 
construct a road from Winchester, Tenn., to the Alabama state 
line, in the direction of Huntsville. Subsequently, by Acts 
Tenn., 1851-52, ch. 43, the charter was amended so as to 
allow the company to extend the road from the town of Win- 
chester to the Nashville & Chattanooga Railroad. Under this 
authority the road was built to Decherd. Again, by Acts 
Tenn., 1851-52, ch. 206, p. 310, sec. 7, the company was au- 
thorized to construct its road to Fayetteville, with all the rights, 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 155 

powers, and privileges given to said company by their original 
charter and acts amendatory thereof. Under this authority the 
road, from a point at or near Elora, was built to Fayetteville. 
The road from Elora to the state line in the direction of Hunts- 
ville was built under the original charter. See al>ove Acts of 
1851-52 in next chapter. The road was also chartered by the 
State of Alabama (Acts 1855-56, No. 312, p. 314) so as to 
u begin at a point on the state lino between Alabama and Ten- 
nessee, where the Tennessee part of the road strikes the said 
line, so as to connect, and to extend from there through Madison 
county in the direction of the Tennessee river, within three- 
quarters of a mile of the village of New Market, continuing by 
or near Brownsborough through the valley of Flint river, pass- 
ing close by the village of Vienna, on the Tennessee river, at 
the nearest and most practicable point for connecting with the 
Alabama & Tennessee River Railroad, pursuing as nearly as 
possible the route heretofore surveyed for said road." This 
charter was subsequently amended by Acts Ala., 1857-58, No. 
152, p. 162, so as to authorize and empower the company to 
extend the railroad across the Tennessee river at the most 
practicable point, and from thence through Marshall county to 
the gap of Sand Mountain called Davidson's Hollow, and also 
to connect with the Tennessee & Coosa Railroad. 

That part of the road, however, covered by the Alabama 
charter was never built, and hence the charter and amendment 
granted by that state, as referred to above, will not be inserted 
herein. The road from the Tennessee state line to Huntsville, 
Ala., was subsequently built under the charter of the Hunts- 
ville & Elora Railroad Company. 

Distance built wben purchased by Nashville. Chattanooga 

& St. Louis Railway. Only the line from Dec-herd to Fayette- 
ville had been constructed when purchased by this company. 
The road from Elora to the state line has subsequently teen 
built under the original charter by this company, as therein 
provided for. The road from the state line to Huntsville, 
Ala., was built by this company under the charter of the 
Huntsville & Elora Railroad Company, after it had purchased 



156 ORIGINAL CHARTER OF THE FAYETTEVILLE BRANCH 

said road, which charter was granted by the State of Alabama; 
the line from Fayetteville to Petersburg was built by this com- 
pany under the charter of the Duck River Valley Narrow 
Gauge Railroad Company, while lessee of said road; the road 
from Petersburg to Columbia had previously been constructed 
by the Duck River Valley Narrow Gauge Railroad Company. 
The entire line from Fayetteville to Columbia was subsequently 
purchased by the Nashville, Chattanooga & St. Louis Railway. 

For charters of Duck River Valley Narrow Gauge Railroad Company, 
and Huntsville & Elora Railroad Company, together with terms and 
conditions of purchase, see index. 

ORIGINAL, CHARTER OF THE WINCHESTER & 
ALABAMA RAILROAD COMPANY. 

[!N TENNESSEE.] 
Acts Tenn., 1849-50, ch. 56, sec. 6. 

SEC. 6. Incorporation, name, general powers. Be it en- 
acted, That the formation of a company is hereby authorized 
for the purpose of constructing a railroad from Winchester to 
the Alabama line, in the direction of Huntsville, Alabama, 
which company shall consist of the stockholders; and, when 
formed, shall, and they are hereby, constituted a body cor- 
porate, by the name and style of the Winchester & Alabama 
Railroad Company, and said company, by their corporate name, 
shall have power to sue and be sued, plead and be impleaded, 
in all the courts of this state, or the United States, and shall 
have and enjoy all the rights and privileges secured to the 
Nashville & Chattanooga Railroad Company, by an act of the 
general assembly passed December 11, 1845, and subject to all 
the restrictions contained in said charter, which road shall be 
built and constructed agreeable to the requirements of the 
aforesaid charter. 

1. Sections 1-5, inclusive, of the act of the legislature in which this 
company was chartered, related to other matters. Section 6 of the act 
was the commencement of the charter. 

2. Bight to extend road to Nashville & Chattanooga Railroad. This 
section was amended by Acts Tenn., 1851-2, ch. 43, so that the railroad 
incorporated above should extend from the town of Winchester to the 
Nashville & Chattanooga Railroad. Act passed December 5, 1851. Under 
this authority the road from Winchester to Decherd was built. 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 157 

3. General powers. As will be noticed, the above section of the 
charter confers specifically certain general powers, and, in addition, pro- 
vides that it "shall have and enjoy all the rights and privileges secured 
to the \anhvllle & Cluittnn<nj<i Rullnxid Umnpnny, and that the road shall 
be built and constructed agreeable to the requirements of said charter." 
This being so, the Nashville, Chattanooga & St. Louis Railway, having 
become the lawful owner and purchaser of the property, franchises, etc., 
of this company, is now entitled on that line to all the rights, privileges, 
and franchises of its own charter. For said privileges and franchises, 
see charter of Nashville & Chattanooga Railroad Company, ch. 1, herein. 

4. May lease road to Nashville & Chattanooga Hailroad Company. 
By Acts Tenn., 1857-8, ch. 8, p. 5, this company was authorized to 
lease its road to the Nashville & Chattanooga Railroad Company. 

5. Incorporated in what states. In addition to this charter, granted 
by the State of Tennessee, the company was also incorporated in Ala- 
bama by Acts 18f>5-6, No. 312, p. 314, which was amended by Acts of 
1857-8. p. 162. As that part of the road covered by the Alabama charter 
was never built, however, it is useless to insert said charter in this com- 
pilation. Reference is made to it here as a matter of history. 

6. Right to extend road to Fayetteville. This railway was char- 
tered to run from Winchester to the state Hue, in the direction of Hunts- 
ville, Ala. When it had been built to a point at or near Elora, Tenn.. 
the legislature of Tennessee passed an act allowing it to extend its road 
to Fayetteville, which was done. See Acts Tenn., 1851-2, ch. 206, p. 310, 
sec. 7. which act is inserted in the next chapter. The road from Elora 
to the state line was built under the original charter. 

7. The legislature, in granting a charter to one railway, may lawfully 
confer upon it all the rights, franchises, etc., of another, by simply 
referring to it in the manner that this was done. See 8 Lea, 427. 

SEC. 7. Capital, value of shares, books opened, commis- 
sioners. Be it enacted. That the capital stock of said com- 
pany shall be twenty-five thousand dollars, to be divided into 
shares of twenty-five dollars each; and books for Valueof 
subscription of stock in said railroad shall be opened shares - 
on the first Monday of July, 1850, and kept open for one month 
every day, Sundays excepted, from 10 o'clock A.M. Books 
until 4r o'clock P.M., at the following places, and by i* ne(J - 
the following persons, to wit: At Winchester, by James Har- 
ris, W. W. Braxeton, Maj. Win. C. Venable, lien- Con , misslon . 
jamin Deckard, and Dr. Wallace Estill ; at Salem, ers - 
by William C. Handley, John P. White, George Mosely, 
Charles P. Blanton, and Robert C. Smith. 

This section was amended by Acts Tenn., 1851-2, ch. 43, so as to 
allow the increase of the capital stock of said company to seven hundred 
thousand dollars; and that to entitle any stockholder to act as a director 
he shall only be required to own stock to the amount of five hundred 
dollars. (Act passed December 5, 1851.) 

SEC. 8. Commissioners to act until directors elected.^ 

it enacted, That William E. Venable, Dr. William Estill, Jos. 



158 DEED, ETC., RELATING TO FAYETTEVILLE BRANCH 

W. Carter, Peter S. Deckard, Alfred Henderson, Thomas 
Finch, Hugh Francis, George W. White, Thomas H. Garner, 
George W. Hunt, David Arnett, S. S. Mathews, Thomas F. 
Mosely, Clinton A. Hunt, and John Handley, or a majority of 
them, be, and they are hereby, constituted a board of commis- 
sioners to superintend and manage all the affairs of said com- 
pany, until it shall be fully organized, by the election of a 
board of directors, as prescribed by the charter of the Nashville 
& Chattanooga Railroad Company. (Acts Tenn., 1849-50, 
ch. 56, p. 167; passed February 9, 1850. 

1. Qualification of directors. By Acts 1859-60, ch. 90, p. 343, sec. 20, 
it was provided ''that any person holding any amount of stock in the 
Winchester & Alabama Railroad Company shall be eligible to be a direc- 
tor in said road or company. *' 

2. May use T rail. By Acts Tenn., 1866-67, ch. 48, p. 130, this com- 
pany was authorized, in rebuilding its road, to use solid T rails of not 
less than fifty pounds to the lineal yard, and all branch roads which 
may wish to use such bars, fifty pounds to the yard. 



CHAPTER VIII. 

DEED TO, AND ACTS RELATING TO THE WINCHESTER & ALA- 
BAMA RAILROAD COMPANY. 

DEED FROM MEMPHIS & CHARLESTON RAIL- 
WAY COMPANY TO NASHVILLE, CHATTA- 
NOOGA & ST. LOUIS RAILWAY COMPANY, 
OF WINCHESTER & ALABAMA RAILROAD 
AND THE McMINNVILLE & MANCHESTER 
RAILROAD. 

This deed, made and entered into by and between the Mem- 
phis & Charleston Railway Company, the party of the first part, 
and the Nashville, Chattanooga & St. Louis Railway Company, 
the party of the second part, both of said parties being corpora- 
tions chartered by the State of Tennessee, witnesseth : The party 
of the first part, for and in consideration of the receipt from the 
party of the second part of three hundred and twenty thousand 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 159 

dollars of six per cent, currency bonds, executed by the party 
of the second part, dated January 1, 1877, payable to the 
holder thereof, in lawful money of the United States, forty 
years after date, in the city of New York, with six per cent, 
interest coupons thereto attached, payable in manner, form, 
and place as said bonds, and on the following terms, to wit: Re- 
spectively, July 1, 1878, 'and at intervals of six months to and 
on the date of the maturity of said bonds, both such bonds and 
coupons secured by the first mortgage on the property hereby 
conveyed, this day executed by the party of the second part 
to Abrin Iselin and Richard T. Willson, of the city, county, 
and State of New York, and in further consideration of the 
party of the second part, paying to L. D. Hickerson and A. 
Power the sum of $3,000, for their surrender of a lease held by 
them from the party of the first part, conveying all or part of 
the property hereby conveyed; and further consideration of 
the stipulations, undertaking, and obligation on the part of the 
party of the second part to be done and performed as herein- 
after stated, hath granted, bargained, sold, assigned, transferred, 
enfeotfed, and conveyed, and hereby bargains, sells, grants, as- 
signs, transfers, enfeotfes, and conveys, unto the party of the 
second part, its successors and assigns forever, all and singular 
the following property, viz. : 

The Winchester & Alabama Railroad, beginning at Decherd, 
Franklin county, Tenn., on the line of the Nashville, Chatta- 
nooga & St. Louis Railway, and extending to Fayetteville, in 
Lincoln county, Tenn., a distance of forty miles of completed 
road, more or less; also McMinnville & Manchester Road, begin- 
ning at Tullahoma, Coffee county, Tenn., and extending by way 
of Manchester to McMinnville, Warren county, Tenn., a distance 
of about thirty-four miles of completed road, making a total 
length of about seventy-four miles of railroad, together with 
all and singular appurtenances thereof, and all equipments, 
lands, tracks, lines, rails, bridges, ways, rights of way, and ma- 
terial, buildings, fences, erections, walls, fixtures, privileges, 
rights, interest, real estate, personal property, leaseholds, and 
other things of every kind, nature, and character l>elonging and 



160 DEED, ETC., RELATING TO FAYETTEVILLE BRANCH 

appertaining to said railroad; and also all the tools, incomes, 
uses, and profits to be had or demanded from the same or any 
part or portion thereof; and also all railway stations and de- 
pots, with all the appurtenances necessary and convenient for 
the sole, complete, and entire use and operation and mainte- 
nance of the said road or railways herein conveyed, or any part 
of them; and also all the rolling sto'ck, locomotives, engines, 
tanks, cars, carriages, tools, and machinery on said roads, or 
any of them, at the date of this deed; and also all the improve- 
ments and additions made to any or all of said properties, es- 
Rignts, privi- tates, roads, railways, and appurtenances also all 

ties, and fran- the rights, privileges, immunities, and franchises of 
chises con- 
veyed, the party of the first part, pertaining to the roads 

and railways herein conveyed, or any of them, or the oper- 
ation, use, and enjoyment thereof; and also all right to use 
the road, tracks, sidings, turnouts, and switches belonging and 
appertaining to said road hereby conveyed, or either of them, 
as fully and effectually as the party of the first part is or may 
be by law entitled to have, hold, and use the same, and the said 
party of the first part hereby covenants and agrees to and with 
the said party of the second part, its successors and assigns, that 
the title to the property hereby conveyed is free from all in- 
cumbrances, and that it will forever warrant and defend the 
title to said property against the lawful claims of all persons 
whomsoever. 

The said party of the first part hereby also assigns, trans- 
fers, and conveys to the party of the second part its right of 
indemnity indemnity secured by the deposit of certain bonds 
ferred. in the Fourth National Bank in Nashville, Tenn., 

to indemnify the said party of the first part against loss, det- 
riment, or damages from a certain suit of the United States 
against the McMinnville & Manchester Railway; and also the 
contract of indemnity made by the State of Tennessee with the 
party of the first part to indemnify against said suit. 

As a further consideration for this conveyance, the party of 
the second part stipulates that it will run and manage the rail- 
roads as required by the contracts of purchase made by the 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 161 

pjirty of the first part with the State of Tennessee at the time 
it purchased them from said state. 

In witness thereof, the said parties of the first and second 
l>:irts, by their respective presidents and secretaries, pursuant 
to the authority granted by their respective boards of directors, 
have hereunto subscribed their names and affixed their cor- 
porate seals, this, the twenty-eighth day of July, 1877. 

THE MEMPHIS & CHARLESTON RAILROAD COMPANY, 
In presence of By R. T. WH.SON, President. 

W. H. CLARKSON, as to R. T. WILSON, 1'i'exident. 

[SEAL.] By THE MEMPHIS & CHARLESTON RAILWAY Co., 

By T. R. CRUSE, Secretary. 

[SEAL.] NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 
R. C. BRANSFORD, By E. W. COLE, President. 

Secretory Naxlwille, Chattanooga & St. Louis Railway. 

' The foregoing- deed, with acknowledgments, etc., is registered in 
Franklin county, in book 1, pp. 553-555; in Lincoln county, in book Z, 
pp. 216-221; in Coffee county, in book P, pp. 453, 454; and in Warren 
county, in book 8, pp. 296-299. 

DECREE VESTING TITLE TO WINCHESTER & 
ALABAMA RAILROAD AND McMINNVILLE 
& MANCHESTER RAILROAD IN MEMPHIS & 
CHARLESTON RAILROAD COMPANY. 

THE STATE OF TENNESSEE r. THE EDGEFIELD & KENTUCKY 
RAILROAD COMPANY, McMiNNvrLLE & MANCHESTER, C. N., 
WINCHESTER & ALABAMA, C. M., ET AL. 

CHANCERY COURT AT NASHVILLE, TEXN. 

Be it remembered, That on the twenty-eighth day of June, 
1875, before the Hon. Thomas Malone, presiding as special 
chancellor, regularly and legally appointed vice the Hon. Wil- 
liam T. Cooper, chancellor, who is of counsel herein, this cause 
came on to t>e finally heard as to the Winchester & Alabama 
Railroad Company and the McMinnville & Manchester Railroad 
Company, on the report of the commissioners for the sale of de- 
delinquent railroad and accomj)anying vouchers therewith filed; 
11 



162 DECREE RELATING TO FAYETTEVILLE BRANCH 

which report and vouchers being read, heard, and understood, 
and being unexcepted to, is in all things confirmed. And from 
said report, the accompanying vouchers, and the former proceed- 
ings, reports, and decrees of this court in the cause, it appears to 
the satisfaction of the court, and it is hereby ordered, adjudged, 
and decreed, that the Memphis & Charleston Railroad Com- 
pany is, under the decrees, sales, and confirmative decrees of 
sales in this cause, the purchaser of the Winchester & Alabama 
Railroad and the .McMinnville & Manchester Railroad, with 
their irons, equipments, right of way, real and personal prop- 
erty, franchises, and privileges; and that the said Memphis & 
Charleston Railroad Company has fully and entirely, in com- 
pliance with the sales aforesaid, paid to the State of Tennessee, 
as shown by said report and vouchers, the purchase price of 
said railroad in state bonds and money, as required by the 
terms of said sales and purchases and by the former decrees of 
this court, and this court being of opinion that the Memphis & 
Charleston Railroad Company is entitled to a final decree vest- 
ing said company with the absolute titles to said railroads, 
their property and franchises: 

Now, therefore, it is hereby ordered, adjudged, and decreed, 
that all the right and title of the state and of all parties to this 
litigation, and especially of the Winchester & Alabama Rail- 
road Company, its stockholders and creditors and all other 
persons interested therein, in and to the Winchester & Alabama 
Railroad, its property, real, personal and mixed, and all its 
franchises and privileges, be divested out of them and vested 
in the Memphis & Charleston Railroad Company forever, free 
from and finally discharged of all liens and charges existing 
heretofore, but subject to the terms, stipulations, and condi- 
tions of the contracts, except as to the purchase money paid, 
all of which is finally ordered and decreed. At the request of 
the Memphis & Charleston Railroad Company, the divesting 
and vesting of the title in and to the McMinnville & Manches- 
ter Railroad, its property and franchises, is deferred until the 
Memphis & Charleston Railroad Company directs and requests 
how and to whom it shall be made. The clerk and master will 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 1H3 

furnish the Memphis & Charleston Railroad Company with a 
certified copy of the decree for registration. 

The above decree may be found in minute book No. 2, p. 438, of the 
chancery court at Nashville. Tenn. It is also registered with proper 
certificates in the register's office of Warren county, in book 7, No. 7, 
pp. 72, 73; in Coffee county, in book vol. No. 2 (trust deeds, etc.), pp. 4 
and 5. 

ACTS TENNESSEE RELATING TO WINCHESTER 
& ALABAMA RAILROAD COMPANY. 

1. Winchester & Alabama Railroad Company authorized to 

extend road from Winchester to Nashville, Chatta- 
nooga & St. Louis Railway; capital increased. 

SECTION 1. Be it enacted by the General Assembly of tlte 
State of Tennessee, That the sixth section of an act passed the 
ninth day of February, 1850, ch. 56, entitled, "An act to 
charter a railroad from Nashville to the Alabama line," be, 
and the same is hereby, so amended as that the railroad incor- 
porated by virtue of the provisions of the above recited act, 
called the Winchester & Alabama Railroad Company, shall 
extend from the town of Winchester to the Nashville & Chatta- 
nooga Railroad. 

SEC. 2. Be it enacted, That the seventh section of said act 
of incorporation be, and the same is, amended so as to increase 
the capital stock of said company to seven hundred Caplta , 
thousand dollars, and that, to entitle any stock- Increase<1 - 
holder to act as a director in said company, he shall only be 
required to own stock to the amount of five hundred dollars. 
(Acts Tenn., 1851-52, ch. 43, p. 45; passed December 5, 
1851.) 

2. Winchester & Alabama Railroad Company authorized to 

construct road to Fayetteville, how. 

SEC. 7. Be it further enacted, That when fifteen thousand dol- 
lars additional stock in the Winchester & Alabama Railroad 
Company shall be taken by citizens of Lincoln county, or by 
others in their behalf, said company shall have j>ower to extend 
their main trunk road to Fayetteville, in said county, with all 
the rights, powers, and privileges given to said company by 



164 ACTS RELATING TO FAYETTEVILLE BRANCH 

their original charter, and all the acts passed amendatory thereof, 
and said extension shall, to all intents and purposes, be and 
form a part of the main trunk of said road, as fully and effect- 
ually as if the same had been authorized by the original charter 
or the amendments as aforesaid; and should said company con- 
struct their said railroad to Fayetteville in the same manner and 
style of work as required by the charter aforesaid, then the 
charter herein granted to the Central Union Railroad shall be 
void. (Acts Tenn., 1851-2, ch. 206, p. 310, sec. 7; passed 
February 18, 1852.) 

3. Resolution directing investigation of condition of road. 

By Acts Tenn., 1868-9, ch. 27, p. 379, the committee on 
internal improvements was directed to examine into the condi- 
tion of this road and report to the general assembly. 

4. State aid to tbe Winchester & Alabama Railroad. 

Many acts of the legislature of the State of Tennessee were 
passed authorizing state aid to be granted to the Winchester & 
Alabama Railroad for the purpose of building and equipping its 
road. The state aid was given by having the governor to in- 
dorse the bonds of the road on behalf of the state. These acts 
are quite lengthy, and are so seldom required, that for the pur- 
pose of space and economy it is not deemed advisable to insert 
them in full in this compilation, but simply to refer to the act 
and page where they can be found. 

Below will be found all acts relating to this subject, set out 
in the order of their passage: 

Acts 1851-2, ch. 151, governor authorized to issue bonds 
on certain conditions. For conditions, see act. 

Acts 1853-4, ch. 131, sec. 1, state aid to the extent of $10,- 
000 a mile within the limits of state. 

Acts 1855-6, ch. 54, p. 63, allows two years extra time for 
company to bring itself within provisions of Acts February 8, 
1854. 

Acts 18556, ch. 120, p. 143, sec. 9, bonds of state author- 
ized to be issued to amount not exceeding $50,000, to aid in 



NASHVILLE, CHATTANOCMIA <fe ST. LOUIS RAILWAY. 165 

constructing a bridge across Elk river. See, also, pp. 146, 
456, 479, for additional aid. 

Acts 1855-6, ch. 235, p. 478, governor authorized to issue 
bonds to, under certain conditions. 

Acts 1857-8, ch. 41, p. 67, sec. 2, grants state aid for 
bridges. 

Acts 1865-6, ch. 14, p. 33, sec. 1, governor authorized to 
issue bonds to the W. & A. R. R. Co. to amount of $372,000. 

Acts 1866-7, ch. 12, p. 11, sec. 3, governor authorized to 
issue bonds to the W. & A. R. R. Co. to the extent of $150,000. 

Acts 1867-8, ch. 17, p. 14, sec. 3, governor authorized to 
issue bonds to the amount of $300,000. 



166 ABSTRACT OF TITLE TO M'ltflNNVILLE BRANCH 



CHAPTER IX. 

THE MCMINNVILLE & MANCHESTER RAILROAD COMPANY. 
(Now FORMS PART OF MCMINXVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. Under the general improvement laws of 1851-2, and 
amendments thereto, the State of Tennessee, through its gov- 
ernor, indorsed the bonds of the various railroads in the state, 
to aid in their construction, retaining a lien on the respective 
roads so assisted, as security therefor. Among the number was 
the McMinnville & Manchester Railroad Company. Default 
having been made in the payment of interest on the bonds is- 
sued for its benefit, a bill was tiled in the chancery court at 
Nashville, Tenn. , in the name of the state against the Edgefield 
& Kentucky Railroad Company et al., to which the said Mc- 
Minnville & Manchester Railroad Company was also made a 
defendant, seeking to enforce the state's lien or statutory mort- 
gage. This bill was filed in pursuance of an act of the legisla- 
ture of 1870-1, ch. 23, p. 25, authorizing the sale of all delin- 
quent roads, the tenth section of which provided "that upon 
the sale of any of the franchises of either of the railroad com- 
panies by the commissioners, under the provisions of this act, 
all the rig /its, privilege*, and immunities appertaining to the 
franchise so sold, under its act of incorporation, and the ainend- 
inent* thereto, and the general improvement law of the state, 
and acts amendatory thereof, shall be transferred to and vest 
in such purchaser, and the purchaser shall hold said franchise 
subject to all liens and liabilities in favor of the state, as now 
provided by law, against the railroad companies." 

On April 7, 1871, a decree was entered in said case in min- 
ute book T, p. 14, ordering the sale of said McMinnville & 
Manchester Railroad, its franchises, property, etc. It appears 
that great uncertainty existed as to the right of the state to 



NASHVILLE, CHATTANOCKiA 4 ST. LOUIS RAILWAY. 167 

enforce said lien before the maturity of the bonds, and, in view 
of that fact, an agreement was entered into between all parties, 
and made a part of the decree authorizing the road to be sold, 
and the clerk and master to take proof and rejwrt what would 
be a fair and reasonable minimum value of the property and 
franchises of the road in bonds of the state, said value, how- 
ever, in no event, to be fixed at less than $300,000 in bonds of 
the state, with coupons of January, 1871, and subsequent 
coupons, attached. The decree further provided that the 
McMinnville & Manchester Railroad Company should be given 
the exclusive right, within sixty days from the date of the fixing 
of such minimum value by the court, to purchase said road at 
the price fixed. It was further agreed and made a part of the 
decree that the sale of the road should not prejudice the right 
of the railroad company to prosecute and receive the benefit of 
any suit they had already commenced, or might thereafter com- 
mence, against any person or persons, or corporations, for debts, 
damages, demands, or choses in action that were then due said 
company, including their right to prosecute any receiver ap- 
pointed by the state, etc. 

It will further appear from said decree that the intention of 
all parties, both of the state and defendants, was that the pro- 
ceeds of this sale should be a full satisfaction of all debts, de- 
mands, and liens tfte state held against said railroad company. 

The decree referred to above being quite lengthy, only a synopsis is 
here given. That part set out above in italics is important in throwing 
light upon the contention of the State of Tennessee in its McMinuville 
& Manchester Railroad claim, now pending before the committees on mil- 
itary affairs of the senate, and war claims of the house of representa- 
tives, of the fifty-fourth congress, which claim is also being contended 
for by the Nashville, Chattanooga & St. Louis Railway. 

On July 1, 1871, the clerk and master reported that $308,- 
750 would be a fair and reasonable price for the road, but the 
court, upon exceptions filed, overruled the clerk and master's 
report, and fixed the minimum price at $300,000 in l>onds of 
the state with coupons of January, 1871, attached, and a decree 
was entered accordingly in minute book T, pp. 358, 359. 

On July 6, 1871, the court adjudicated many matters in- 
volved. See decree in minute book T, p. 3*59. 



168 ABSTRACT OF TITLE TO M'MINNVILLE BRANCH 

On September 30, 1871, a decree was entered reciting, 
among other things, that the clerk and master had sold the Mc- 
Minnville & Manchester Railroad to the company itself. See 
minute book T, p. 528. 

The McMinnville & Manchester Railroad Company never 
complied with the terms of sale, and, on June 28, 1875, 
another decree was entered confirming the sale of this road and 
the Winchester & Alabama Railroad, together with their rights, 
franchises, etc., to the Memphis & Charleston Railroad Com- 
pany. See minute book No. 2, p. 438, which decree was duly 
registered in the register's office of Warren county, in book 7, 
No. 7, pp. 72, 73; in Coffee county, in book vol. No. 2, trust 
deeds, etc., pp. 4, 5 [book E, p. 109]; in Franklin county, in 
book 6, p. 40, and in trust book No. 1, pp. 354-5-6. 

1. This decree is also set out herein, in the preceding- chapter, among 
the decrees, acts, etc., relating- to the Winchester & Alabama Railroad 
Company. 

2. It will be noticed that the above referred to decree did not divest 
and vest title to the McMinnville & Manchester Railroad in the Memphis 
& Charleston Railroad Company, but reserved that until the said Mem- 
phis & Charleston Railroad Company should determine in wham the title 
should be vested. Subsequently, however, on July 10, 1875, the Memphis 
& Charleston Railroad Company elected to have the title to this road 
also taken in its own name, and a decree was entered accordingly. See 
minute book No. 3, p. 58, which decree is also set out herein in next 
chapter. 

On July 28, 1877, the Memphis & Charleston Railroad Com- 
pany sold this road, together with the Winchester & Alabama 
Railroad, to the Nashville, Chattanooga & St. Louis Railway, 
for the sum of $320,000 of 6 per cent, currency bonds exe- 
cuted by the latter company January 1, 1877, and other con- 
siderations. See deed in preceding chapter. This deed was 
duly acknowledged and registered in the register's office of 
Franklin county, in book 1, pp. 553-555; in Lincoln county, in 
book Z, pp. 216-221; in Coffee county, in book P, pp. 453, 
454; and in Warren county, in book 8, pp. 296-299. 

This purchase was legal. Under Acts Tenn., 1871. ch. 69, which 
superseded the Acts of 1871, ch. 22, it was provided that "every railroad 
corporation in this state, whether created under a general or special 
law, shall have the power to acquire by purchase or other lawful con- 
tract, and have, hold, use, and operate, any railroad, with its franchises, 
belonging to any other railroad company." 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 169 

What franchises, etc . passed to Nashville. Chattanooga & 

St. Louis Railway under this Sale. In addition to the prop- 
erty, right of way, lands, tracks, etc., therein conveyed, the 
deed from the Memphis & Charleston Railroad Company of 
the McMinnville & Manchester Railroad, above referred to, 
specifically provided for the transfer of all the rights, privi- 
leges^ immunities, and franchuw* of that company. These 
rights, franchises, etc., are largely set out in the charter, and 
amendments thereto, of the McMinnville & Manchester Rail- 
road, which may be found further on in this chapter, but, by 
Acts Tenn., 1851-2, ch. 269, p. 462, sec. 5, all the rights, 
powers, and privileges of the Nashville c Chattanooga Rail- 
road charter were also conferred upon that company. This 
being so, the Nashville, Chattanooga & St. Louis Railway, 
as the lawful purchaser thereof, is now entitled, on the line of 
that road, to all the rights, franchises, etc., of its own charter 
as well as those contained in the charter of the said McMinn- 
ville & Manchester Railroad Company, and amendments thereto. 

1. For franchises, etc., contained in charter of Nashville fe Chatta- 
nooga Railroad Company, see ch. 1, herein. 

2. By decree of July fi, 1871, as entered in minute book Y, p. 369, of 
the chancery court at Nashville, Tenn., and decree of June 28, 1875, as 
entered in minute book No. 2, p. 438, all the rights, privileges, immuni- 
ties, franchises, etc., of the McMinnville & Manchester Railroad Com- 
pany were vested in the Memphis fe Charleston Railroad Company. 
Hence, the latter company, under the Acts of 1871, ch. 69, and acts 
amendatory thereof, could make a legal transfer of the same to the 
Nashville, Chattanooga fc St. Louis Railway. 

3. The legislature may lawfully confer upon one company all the 
rights, franchises, etc., of another, by simply referring to it in the man- 
ner that this was done. See 8 Lea (Tenn.), 427. 

Width Of right Of way. The Nashville, Chattanooga & St. 
Louis Railway having become the lawful purchaser of the 
road, right of way, easements, franchises, etc., of the McMinn- 
ville & Manchester Railroad Company, as above explained, it 
is now entitled to the franchises contained in sees. 21 and 22 of 
its charter, as well as to sees. 23 and 24 of its own charter over 
the line of that road, which give one hundred feet on each side 
of the center of *the road, in the absence of any contract with 
the original landowner to the contrary. (5 Pick., 293.) 

For a general discussion of this and kindred subjects, together with 
the right and method of taking more than one hundred feet on each side 



170 ORIGINAL CHARTER OF M^MINNVILLE BRANCH 

of the center of the road, when necessary for railroad purposes, see 
Eminent Domain, Right of W<iy, herein. Refer to index. 

Termini of McMinnville & Manchester Railroad. The 

McMinnvillo & Manchester Railroad Company was chartered 
by Acts Tenn., 1849-60, ch. 259, p. 497, to establish a com- 
munication by railroad between McMinnville, Tenn., and the 
Nashville & Chattanooga Railroad Company, in the direction of 
Manchester. The road was built under this charter from the 
said town of McMinnville through Manchester to Tullahoma, 
on the Nashville & Chattanooga Railroad. The line from 
McMinnville to Sparta was built under the charter of the 
Southwestern Railroad Company, though by Acts Tenn., 
1851-2, ch. 269, p. 462, sec. 11, the charter of the McMinn- 
ville & Manchester Railroad Company was extended from 
McMinnville to Sparta, on condition that the people of White 
county should make the same to McMinnville. The road could 
have been extended from McMinnville to Sparta under this 
amendment, instead of under the charter of the Southwestern 
Railroad Company, as the people of White county subscribed 
bonds as therein provided for. It is possible that the road may 
have in fact been extended under this amendment, though the 
rights, franchises, etc., of the Southwestern Railroad Company 
were also purchased, which permitted the road to be so built. 
The line from Sparta to Bon Air was built under the charter 
of the Bon Air Railroad Company. 

For charters of Southwestern Railroad Company and Bon Air Rail- 
road Company, together with manner of acquiring them, refer to index. 

Distance built when purchased by Nashville, Chattanooga & 

St. Louis Railway. The entire line, from McMinnville to Tul- 
lahoma, had been constructed when purchased by the Nashville, 
Chattanooga & St. Louis Railway. 

ORIGINAL CHARTER OF McMINNVILLE & MAN- 
CHESTER RAILROAD COMPANY. 

[Acts Tennessee 1849-50, ch. 259, p. 4$7.] 

SECTION i. Incorporation, name, general powers.^ it 

enacted by the General Assembly of the State of Tennessee, That 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 171 

for the purpose of establishing a communication by railroad be- 
tween McMinnville and the Nashville & Chattanooga Railroad 
in the direction of Manchester, the formation of a company is 
hereby authorized, which, when formed, shall be a l>ody corpo- 
rate, by the name and style of the McMinnville & Manchester 
Railroad Company, and by said corporate name 
shall be capable in' law to buy, receive by gift, 
hold, sell, and convey real and personal estate, as hereinafter 
provided, make contracts, sue and be sued, to make Genera , 
by-laws, and to do all lawful acts properly incident P wers - 
to a corporation, and necessary and proper to the transaction of 
the business for which it is incorporated, and to have and use 
a common seal, and the same to alter and destroy at its pleasure, 
and shall have perpetual succession of its members. 

1. General powers. Hy Acts Term., 1851-52, ch. 269, p. 462, sec. 5, this 
charter was amended so that the company should have and enjoy all the 
rights, powers, and privileges, and be subject to all the liabilities and 
restrictions, prescribed in the charter of the Nashville fc Chattanooga 
Railroad Company, and amendments thereto, except as provided other- 
wise therein. See act itself set out herein in next chapter. 

2. Scale of voting. Hy same acts, sec. 6, a settle of voting was pro- 
vided. See act in next chapter. 

3. Location. By same act, sec. 10. the road was required to be located 
on the nearest and most practicable route to Nashville & Chattanooga 
Railroad Company from McMinnville, to be judged of by the president 
and directors. See act in next chapter. 

4. By same act, sec. 11, the charter of this company was extended 
from McMinnville to Sparta, on condition that the people of White county 
make the same to McMinnville. See act in next chapter. 

SEC. 2. Capital, value of shares, books opened, commis- 
sioners. Books for subscription of forty thousand shares of 
the capital stock of said company, of twenty-five dollars each, 
shall be opened on the first Monday in April next, 1850, and 
shall be kept open for six days, between the hours of ten o'clock 
in the morning and four o'clock in the evening of each of those 
days, at the following places, and by the following commis- 
sioners, to wit: At McMinnville, by William White, William 

C. Smartt, Geo. R. Smartt, Stokely I). Rowan, L. Comm!sslon . 

D. Mercer, J. Woodla, R. A. Campl>ell, and Alex- ers - 
ander Black; at Manchester, by W. P. Hickerson, W. R. Wil- 
son, M. Stevens, W. Sherrel; at Hillsboro, by B. T. Hollins, 
Joseph Howe, and J. Charles. 



172 ORIGINAL CHARTER OF M 5 MINNVILLE BRANCH 

Capital stock increased. By Acts 1851-2, ch. 269, p. 462, sec. 6. the 
capital stock of this company was increased to 8100,000, and the com- 
pany was granted power to increase it to $500,000. 

SEC. 3. Subscriptions to StOCk, payment. The said com- 
missioners, or a majority of them, at each of the places afore- 
said, shall receive subscription for stock in the said railroad 
company during the time the said books are directed to be kept 
open, and on each share so subscribed shall demand and receive 
the sum of fifty cents, without which the subscription shall be 
void. 

SEC. 4. Deposit of money, commissioners; incorporation 

perfected, When. As soon as the time for receiving subscrip- 
tion, as aforesaid, shall have expired, the said commissioners 
shall, respectively, deposit all the money so received by them 
in some incorporated bank redeeming its notes in specie, to the 
credit of the McMinnville & Manchester Railroad Company, 
and subject to the order of the president of the board of com- 
missioners hereinafter appointed, and shall also forward a correct 
list of all the subscribers to the said stock, with the number of 
shares each subscriber has taken, to a board of commissioners 
Commis- * be composed of the following persons: William 
sioners. c Smartt, W. M. White, George R. Smartt, 

David Ramsey, Sr., George Stroud, Thomas Mabry, W. P. 
Hickerson, W. R. Wilson, B. T. Hollins, and Joseph Howe, 
who may establish rules to govern their proceedings, choose 
their own president, and appoint such other officers and agents 
as they may think proper, and prescribe their duties, and who, 
or a majority of whom, shall meet at McMinnville on the third 
Monday in January next, ascertain the whole number of shares 
taken in the said company, and publish the same in some news- 
paper printed in McMinnville, on or before the fourth Monday 
in January next, and if the number of two thousand five hun- 
dred shares shall have been subscribed, on each of which there 
shall have been paid the sum of fifty cents, the McMinnville & 
Manchester Railroad Company shall be regarded as 
formed, and tnenceforth and from the day of 
closing the books of subscription as aforesaid; and said sub- 
scribers to the stock shall form a body politic and corporate in 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 173 

deed and in law, by the name and for the purpose aforesaid, 
and in all things to \te represented by the board of commis- 
sioners aforesaid, until the election of a board of directors, as 
hereinafter presented. 

SEC. 5. Books kept open, when; incorporation, commis- 
sioners. If, on closing the books aforesaid, the number of 
two thousand five hundred shares shall not have been sub- 
scribed, then, and in that case, the said board of commis- 
sioners, by themselves or their agents, may receive subscrip- 
tions till the sum of two thousand five hundred shares be taken; 
and whenever that number of shares shall be subscril>ed, the 

company shall IHJ considered as formed, as having 

. , , . , , , , . , Incorporation, 

a corporate existence as aforesaid, and of which 

notice shall be given as hereinafter directed, and may proceed 
to survey the route for the road, and to make an estimate of 
the cost of its construction; nevertheless, no conclusive and 
binding location of the road shall be made by the board of 
commissioners, but the same shall be left to the determination 
of the first board of directors chosen by the stockholders, and 
the said l>oard of commissioners may, by themselves or their 
agents, at such times and places as they may think proper, and 
upon such terms as to time and manner of payment as they 
may deem expedient, receive additional subscriptions until the 
number of two thousand five hundred shares shall have been 
subscril)ed, upon which the company may be formed, and the 
subscribers shall thenceforth form a body corporate as afore- 
said: Provided, The same shall be done on or before the first 
day of January, 1852; and for the residue of the original num- 
ber of forty thousand shares, the said corporation, when organ- 
ized, may, in like manner, receive additional subscriptions. 

SEC. 6. Reduction Of Shares. In case more than forty thou- 
sand shares shall have been subscril>ed, on closing the books, 
when they are first opened, the shares shall be reduced to that 
numl>er by deducting the surplus shares from the highest sub- 
scribers, placing them on equality of numl>ers as far as can be 
done, and, after such reduction, the holders of the remaining 
shares shall form the company, and be interested therein in 



174: ORIGINAL CHARTER OF IVTMINNVILLE BRANCH 

proportion to the number of shares which they may then re- 
spectively hold. 

SEC. 7. Money returned if shares not subscribed. If, on 

closing the books on the first day of January, 1852, the num- 
ber of two thousand five hundred shares^ shall not have been 
subscribed, the money paid by each subscriber shall 
be returned to him by the said board of commission- 
ers, after defraying the expenses of opening the books, and 
making a survey and map of the route, and estimate of the 
cost of the road, which said commissioners are hereby author- 
ized to have made as soon as practicable. 

SEC. 8. President and directors, how chosen. The affairs 

of said company shall be managed by a board of directors, to 
Board of consist of , who shall be chosen by the 

directors. stockholders from their own body, and a president 
of the compan} 7 shall be chosen by the directors from among 
their own members, in such a manner as the regulations of the 
corporation shall prescribe. 

1. By Acts Term., 1855-56, ch. 181, p. 281, any stockholder of the com- 
pany, without regard to the number of shares he owned, was made 
eligible to election as director. 

2. The president and directors of the entire system of the Nashville, 
Chattanooga & St. Louis Railway, of which this road now forms a part, 
are elected under the charter of the Nashville. Chattanooga & St. Louis 
Railway. See section 8 of said charter, in chapter 1 herein. 

SEC. 9. Stockholders' first meeting, directors' election, 

by-laWS, hOW enacted. As soon as the number of two thou- 
sand five hundred shares shall have been subscribed, it shall be 
the duty of the commissioners appointed to declare the same, 
to appoint a time for the stockholders to meet at McMinnville, 
and to give notice thereof by publication in - - newspaper, 
at which time and place the said stockholders, in person or by 
Elections- P rox J> shall proceed to elect the directors of the 
by-laws. company and to enact all such regulations, rules, 
and by-laws as may be necessary for the government of the 
corporation and the transaction of its business. The persons 
elected directors at this meeting shall serve for such period, 
not exceeding one year, as the stockholders may direct, and at 
this meeting the stockholders shall fix on the day and the place 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 175 

or places where the subsequent elections for directors shall be 
held, and such elections shall thenceforth be annually made; 
but if the day of annual elections should pass without any elec- 
tion of directors, the corporation shall not be thereby dissolved, 
but it shall l>e lawful on any other day to hold and make such 
elections, in such manner as may be prescribed by the by-laws 
of the corporation. 

SEC. 10. Vacancy in board, how filled. The board of di- 
rectors may fill up all vacancies that may occur in it during the 
period for which their board shall have been 
elected; and in the absence of the president, may 
till his place by the election of a president pro tempore. 

See sec. 10 of charter of Nashville, Chattanooga & St. Louis Railway, 
ch. 1. herein, as all corporate business of the entire system is now trans- 
acted under that charter. 

SEC. 11. Contracts and agreements binding without seal. 

All contracts and agreements authenticated by the president 
of the board, shall be binding on the company without seal, or 
such other mode of authentication may be used as the company 
by their by-laws may adopt. 

See notes to sec. 11 of charter of Nashville, Chattanooga & St. Louis 
Railway herein. 

SEC. 12. Liability Of directors. The board of directors shall 
not exceed, in their contracts, the amount of the capital of the 
corporation and the funds which the company may contracts not 
have borrowed and placed at the disposal of the funds 
board; and, in case they should do so, the president and direct- 
ors who may be present at the meeting at which such contracts 
so exceeding the amount aforesaid, shall be jointly and sever- 
ally liable for the excess, lx>th to the contractor and contractors 
and the corporation; l*i'ovid<>d. That anyone may discharge 
himself from such liability by voting against such contract or 
contracts, and causing such vote to l>e recorded on the minutes 
of the board, and giving notice thereof to the next general 
meeting of the stockholders. 

.See notes to sec. 12 of charter of Nashville, Chattanooga A- St. Louis 
Railway, herein. 



176 ORIGINAL CHARTER OF M'MINNVILLE BRANCH 

SEC. 13. Exclusive transportation, rate of charge. The 

said company shall have the exclusive right of transportation 
or conveyance of persons, goods, merchandise, and produce 
over the said railroad by them to be constructed; Provided, 

That the charge of transportation or conveyance 
Rates of toll. r 

shall not exceed thirty-five cents per hundred 

pounds on heavy articles, and two cents per cubic foot on arti- 
cles of measurement, for every hundred miles, and five cents 
per mile for every passenger; And provided also, That said 
company may, when they see fit, farm out their right of trans- 
portation on said road, subject to the rates above mentioned. 

See notes to sec. 14 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 14. Installments, SUitS for. The board of directors 
may call for the payment of twenty-four and a half dollars on 
Calls on each share of stock, in sums not exceeding two 

stock. dollars in every thirty days; Provided, That twenty 

days' notice be given of such call, in at least one public news- 
paper of the state in which any of the stockholders may reside; 
and a failure to pay, or secure to be paid, according to the 
rules of the company, any of the installments so called, afore- 
said, shall induce a forfeiture of the share or shares on which 
default shall be so made, and all payments thereon, and the same 
shall vest in and belong to the company, and may be restored 
to the owner or owners by the board of directors, if they deem 
proper, on the payment of all arrears on such shares and legal 
interest thereon; or the directors may waive the 
forfeiture after - - days' default, and sue the 
stockholders for the installments due, at their discretion. 

SEC. 15. Stock, hOW transferred. The stock of said com- 
pany may be transferred in such manner and form as may be 
directed by the by-laws of the said corporation. 

See notes to sec. 16 of charter of Nashville, Chattanooga & St. Louis 
Railway, chap. 1, herein. 

SEC. 16. Capital increased, hOW. The said company may 
at any time increase its capital to a sum sufficient to complete 
the said road and stock it with everything necessary to give it 



NASHVILLE, CHATTANOOOA <fc ST. LOUIS RAILWAY. 177 

full operation and effect, either by opening books for new stock, 
or by selling such new stock, or by borrowing money on the 
credit of the company and on the mortgage of its charter and 
works, and the manner in which the same shall be done in either 
case shall be prescril)ed by the stockholders at a general meet- 
ing; and any state, or any citizen, corporation, or company of 
this or any other state or country, except such companies or 
corporations as the state may own stock in, may subscribe for 
and hold stock in said company, with all the rights, and subject 
to all the liabilities of any other stockholder. 

1. Capital increased. Hy Acts Tenn., 1851-52, ch. 269. p. 462, sec. 6, 
the company was authorized to increase its capital to 8100,000, and to 
again increase it to 8500.000 if it saw fit. 

2. See sec. 17 of charter of Nashville, Chattanooga & St. Louis Rail- 
way herein for method of increasing capital of general system. 

SEC. 17. Directors' annual report ; may call general meet- 
ings. The board of directors shall, once in every year at 

least, make a full report on the state of the com- Directors to 
,.,.. ,. - ,, make annual 

pany and its anairs, to a general meeting of the report. 

stockholders, and oftener, if directed by a by-law, and shall 
have power to call a general meeting of the stockholders when 
the board may deem it expedient. 

SEC. is. Real property may be purchased for what. The 

said company may purchase, have, and hold in fee, or for a 
term of years, any lands, tenements, and hereditaments which 
may be necessary for said road, appurtenances thereto, or for 
the erection of depositories, storehouses, houses for the officers, 
servants, or agents of the company, or for procuring timber, 
stones, or other materials necessary for the construction of the 
road or its appurtenances, or for effecting transjx)rtation thereon. 

See notes to sec. 21 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 19. Crossing and taking roads, water courses, and 

turnpikes. The said company shall have the right, when nec- 
essary, to construct the said road, or any branch thereof, across 
or along any public road or water course; Provided, That the 
said road and the navigation of such water course shall not be 
thereby obstructed; And provided further, That such railroad 
12 



178 ORIGINAL CHARTER OF M'MINNVILLE BRANCH 

shall not be located so near any turnpike road as to injure or 
prejudice the interest of the stockholders in such turnpike road, 
except upon such terms as may be agreed upon between the 
president and directors of the same on behalf of the stock- 
holders. 

See notes to section 22 of charter of Nashville, Chattanooga fe St. 
Louis Railway, chapter 1, herein. 

SEC. 20. Purchase Of bridges, roads, etC. -The said com- 
pany may purchase, have, and hold any bridge or turnpike road 
over which it may be necessary to carry the said railroad, and, 
when such purchase is made, to hold the said bridge or turn- 
pike road on the same terms, and with all rights which belong 
to the individual, individuals or corporation from which such 
purchase may be made; Provided, That the said company shall 
not obstruct any public road without constructing another as 

convenient as may be. 

See notes to sec. 23 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 21. Condemnation for right of way. Where any 

lands or rights of way may be required by the said company, 
for the purpose of constructing their road, and for want of 
agreement as to the value thereof, or from any other cause, the 
same cannot be purchased from the owner or owners, the same 
may be taken at a valuation to be made by five commissioners, 
land l tIk S en 0r O1 a ma j ol 'ity of them, to be appointed by the cir- 
certahied as cl1 ^ coul 't of the county where some part of the 
land or right of way is situated, and the said commissioners, 
before they act, shall severally take an oath, before some justice 
of the peace, faithfully and impartially to discharge the duty 
assigned them; in making the said valuation the commissioners 
shall take into consideration the loss or damage which may occur 

Commission- to the owner or owners in consequence of the land 
ers to consider . , . , , , , , 

what. being taken, or the right of way surrendered, and 

also the benefit and advantage he, she, or they may receive 
from the construction or establishment of the railroad or works, 
and shall state particularly the nature and amount of each; and 
the excess of loss and damage over and above the benefit and 
advantage shall form the measure of the valuation of said land 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 179 

or right of way. The proceedings of the said commissioners, 
accompanied with a full description of the said land or right of 
way, shall be returned under the hands and seals of a majority 
of the commissioners to the court from which the commission 
issued, there to remain of record. In case either 
party to the proceeding shall appeal from the valua- 
tion to the next session 'of the court granting the commission, 
and give reasonable notice to the opposite party of such appeal, 
the court shall order a new valuation to be made by a jury, who 
shall be charged therewith in the same term, or as soon as prac- 
ticable, and their verdict shall be final and conclusive between the 
parties, unless a new trial shall be granted; and the land or right 
of way so valued by the commissioners or jury shall vest in the 
said company in fee simple so soon as the valuation may be paid, 
or when refused, may be tendered. Where there on what con- 
may be an appeal, as aforesaid, from the valuation to proceed r 

, ' , ' pending litlgt- 

of commissioners by either of the parties, the same tion. 

shall not prevent the works intended to be constructed from 
proceeding; but where an apj>eal is by the company requiring 
the surrender, they shall be at liberty to proceed in their works 
only on condition of giving to the opposite party a bond, with 
good security, to be approved of by the clerk of the 
court where the valuation is returned, in a penalty 
equal to double the said valuation, conditioned for the payment 
of said valuation and interest in case the same be sustained, and, 
in case it )>e reversed, for the payment of the valuation there- 
after to l>e made by the jury and confirmed by the court; Pro- 
vided, That when the land cannot be had by gift or purchase, 
the operations of the work are not to be hindered work not to be 
or delayed during the jxmdency of any proceeding gal process, 
to assess its value as aforesaid, nor shall any injunction or su- 
persedeas be awarded by any judge or court to delay the prog- 
ress of said work. 

See notes to sec. 24 of charter of Nashville. Chattanooga & St. Louis 
Railway, ch. 1, herein, for full discussion of this section. The sections 
are the same. 

SEC. 22. In absence of contract, right of way one hundred 

feet, When. In the absence of any contract with the said com- 



180 ORIGINAL CHARTER OF M^MINNVILLE BRANCH 

pany, in relation to any lands through which the said road may 
Rights when P ass ? signed by the owner thereof, or by his agent, or 
presumed. claimant, or any person in possession thereof, which 
may be confirmed by the owner, it shall be presumed that the 
land upon which the said road may be constructed, together 



Right of way w ^ n a s P ace f one hundred feet on each side of the 
100 ft., when. cen ter of the said road, has been granted to the 
company by the owner thereof; and the said company shall 
have good right and title thereto, and shall have, hold, and 
enjoy the same as long as the same be used only for the pur- 
poses of the road, and no longer, unless the persons or person 
owning the said road at the time that part of the road which 
may be on the land was finished, or those claiming under him, 
her, or them, shall apply for an assessment for the value of the 
said lands, as hereinbefore directed, within five years next after 
that part of said road was finished; and in case the said owner 
or owners, or those claiming under him, her, or them, shall 
not apply for such assessment within five years next after the 
said part was finished, he, she, or they shall be for- 
barr e ed C in V two ever Barred from recovering the said land or hav- 
removafo 6 / ^ n g an J assessment or compensation therefor; Pro- 
disability. vided, Nothing herein contained shall affect the 
right of femes covert, or infants until two years after the re- 

moval of their respective disabilities. 

See notes to sec. 25 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein, for full discussion of this section. The sections 
are the same. 

SEC. 23. Forfeiture and penalty for intrusion. if any per- 

son shall intrude upon the said railroad, or any part thereof, 

by any manner of use thereof, or of the rights and 

privileges connected therewith, without the permis- 

sion or contrary to the will of said company, he, she, or they 

shall forthwith forfeit to the said company all the vehicles that 

may be so intruded on said road, and the same may 
Penalty. 

be recovered by suit at law; and the person or per- 

sons so intruding may be indicted also for misdemeanor, and, 
upon conviction, fined and imprisoned by any court of compe- 

tent jurisdiction. 

See 3 Hum. (Tenn.), 481-483, for misdemeanor. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 181 

SEC. 24. Obstructing or damaging road or bridge, punish- 
ment. If any person shall willfully and maliciously destroy 
or in any manner hurt, damage, or destroy the said railroad, 
or any bridge, or any vehicle used for or in trans|x>rtation 

thereon, such iHjrson or persons so offending shall 

.,.,,. , . Punishment, 

be liable to be indicted therefor, and, on convic- 
tion, shall be imprisoned not more than six months nor less 
than one month, and pay a tine not less than twenty dollars, 
and shall be further liable to pay all the expenses of repairing 
the same. 

See notes to section 27 of charter of Nashville, Chattanooga & St. 
Louis Railway, chapter 1, herein. 

SEC. 25. Obstruction a public nuisance. Every obstruction 
to the safe and free passage of vehicles on the said road shall 
be deemed a public nuisance, and may be abated as such by any 
officer, agent, or servant of the company, and the person caus- 
ing such obstruction may be indicted and punished for erecting 
a public nuisance. 

The word "obstruction," as used by railroad men, is not such a term 
of art as requires explanation bv an expert. 6 Heis. (Tenn.), 347. See, 
also, 3 Head, 522; 1 Hax., 55. 

SEC. 26. Storage Charges allowed, When. The said com- 
pany shall have the right to take, at the storehouse they 
may establish or annex to their railroad, all goods, R Je f 
wares, merchandise, and produce intended for trans- I*" 1 ** 10 "- 
]K>rtation, prescribe the rules of priority, charge and receive 
such just and reasonable compensation for storage as they may, 
by rules, establish (which they shall cause to be published), or 
as may be fixed by agreement with the owner, which may be 
distinct from the rates of transportation; Provided, That the 
said company shall not charge or receive storage on goods, 
wares, merchandise, and produce which may be delivered to 
them at their regular de}M>sitories for immediate Nottoehlre 
transportation, and which the company may have when - 
the power of transporting immediately. 

See notes to sec. 21) of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 27. Dividends paid, When. The profits of the company, 



182 ORIGINAL CHARTER OF M'MINNVILLE BRANCH 

or so much thereof as the board of directors may deem advis- 
able, shall, when the affairs of the company will permit, be 
semiannually divided among the stockholders in proportion to 
the stock each may hold. 

See notes to sec. 30 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein, as all dividends are now paid under that charter. 

SEC. 28. Banking prohibited; may insure. The said com- 
pany is hereby expressly prohibited from carrying on any bank- 
ing operation, but may effect insurance on lives and property 
transported on the road. 

SEC. 29. Crossings Of roads and lands. Whenever in the 
construction of said road it shall be necessary to cross or in- 
tersect any established road or way, it shall be the duty of the 
company to construct said road across such established road or 
way, so as not to impede the passage or transportation of per- 
sons or property along the same, or where it shall be necessary 
to pass through the land of any individual, it shall be their 
duty to provide for such individual a proper wagon way or 
ways across said road from one part of his land to another. 

See notes to sec. 32 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 30. Additional powers. The said company shall have 
and possess such additional powers as may be convenient for 
the due and successful execution of the powers granted in this 
charter and for the successful construction and management of 
the work. 

See notes to section 33 of charter of Nashville, Chattanooga & St. 
Louis Railway, chapter 1, herein. 

SEC. 31. Charter, how amended. This charter shall be 
amendable from time to time by the legislature whenever the 
president and directors shall unanimously petition for amend- 
ments, specifying in the petition the nature of such amend- 
ments. 

See notes to section 34 of charter of Nashville, Chattanooga & St. 
Louis Railway, chapter 1, herein, for full discussion of this section. 

SEC. 32. Directors trustees in case of dissolution. If, by 

decree or otherwise, the said corporation shall be dissolved, the 
president and directors of said company are created trustees, 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 183 

with such jK)\vers only as may be necessary to collect the debts 
due the company, preserve the property, pay the debts, and 
distribute the proj>erty and effects of the company to those who 
may l>e entitled thereto under the charter. 

Sci- notes to sec. 37 of charter of Nashville, Chattanooga fe St. Louis 
Railway, ch. 1, herein. 

SEC. 33. Exemption from taxation. The capital stock of 

the company shall l>e exempt from taxation until the dividends 
amount to six per cent., and the road, with all its fixtures and 
appurtenances, shall be exempt from taxation ior the period of 
twenty years from the completion of the road, and no longer. 

See notes to sec. 38 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 34. Road to be commenced and completed, when. The 

railroad authorized by this act shall be commenced within three 
years after the passage of this act, and shall be finished within 
six years thereafter; otherwise, the charter hereby granted 
shall be void. (Acts Tenn., 1849-50, ch. 259, p. 497; passed 
February 4, 1850.) 

By Acts 1851-2, ch. 269, p. 462, sec. 8, the company was granted ten 
years to complete the road and five years to begin the construction 
thereof. 



CHAPTER X. 

DECREES AND ACTS RELATING TO AND AMENDING CHARTER 
OF McMINNVILLE & MANCHESTER RAILROAD COMPANY. 

DECREE VESTING TITLE TO McMINNVILLE & 

MANCHESTER RAILROAD IN MEMPHIS & 

CHARLESTON RAILROAD COMPANY. 

STATE OF TENNESSEE v. EDOEFIELD & KENTUCKY RAILROAD 

COMPANY ET AL. 

This cause being again heard on this tenth of July, 1875, 
before the Hon. Thos. H. Malone, special chancellor, by reason 
of the incompetency of the chancellor, upon the previous pro- 
ceedings and the equities reserved by the decree entered on a 



184 DECREES, ETC., RELATING TO M'MINNVILLE BRANCH 

former day of the present term, touching the vesting of the 
title of the McMinnville & Manchester Railroad, its property 
and franchises, by which such vesting was suspended until the 
Memphis & Charleston Railroad Company shall direct to whom 
the title is to be made, and it now appearing from a letter of 
W. Y. C. Humes, the solicitor of the Memphis & Charleston 
Railroad Company in this cause, to one of the solicitors of the 
state, under date of July 8, 1875, and filed with the papers, 
that the Memphis & Charleston Railroad Company desires and 
now directs that the title be made to it: 

It is therefore ordered, adjudged, and decreed that the title 
to the said McMinnville & Manchester Railroad Company, its 
property and franchises, as sold by the state commissioners, be, 
and the same is hereby, vested in the Memphis & Charleston 
Railroad Company, its successors and assigns. And the clerk 
and master is authorized to give to the purchasers, for registra- 
tion, certified copies of this and the former decree at this term, 
upon demand and the payment of the proper charges. 

THOS. H. MALONE, Special Chancellor. 

Entered July 10, 1875, book No. 3, p. 58, chancery court, 
Nashville, Tenn. 

The McMinnville & Manchester Railroad was first bought by the com- 
pany itself under the proceedings instituted by the state to sell the road, 
as explained in preceding chapter. As the company failed to comply with 
the terms of sale, however, the road was again put up and sold, when the 
Memphis & Charleston Railroad Company bid it in, and on June 28, 1875, 
a decree was entered confirming the sale of the road, franchises, etc., to 
said company. See minute book No. 2, p. 43S, of the Chancery Court at 
Nashville, Tenn. 

Said decree was registered in Warren county, in book 7, p. 72, 73; and 
in Coffee county, in book vol. 2 (trust deeds, etc.). pp. 4, 5. 

It will be noticed from the decree, however, which is also inserted 
herein in ch. 8, that the Memphis & Charleston Railroad Company did 
not have the title vested in it in that decree, but reserved the matter. 
The above decree, therefore, was necessary. 

Charter amended ; rights, powers, and privileges of Nashville 
& Chattanooga Railroad Company conferred on McMinn- 
ville & Manchester Railroad Company ; capital increased ; 
scale of voting provided ; commissioners ; route located ; 
may extend to Sparta, how. 

SECTION 5. Be it further enacted, That the charter of the 
McMinnville & Manchester Railroad Company be so amended 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 185 

as that said company shall have and enjoy all the rights, pow- 
ers, and privileges and l>e subject to all the liabilities and re- 
strictions prescril>ed in the charter of the Nashville & Chatta- 
nooga Railroad Company and in the various amendments 
thereto, except as herein further provided. 

SEC. 6. Be it enacted, That the capital stock of said com- 
pany shall be one hundred thousand dollars, to be divided into 
shares of twenty-five dollars each, and the company Cap | ta j stock 
shall have power to increase the capital stock to lncre sed - 
five hundred thousand dollars; and when one thousand shares 
of the capital stock are subscribed for, said company may or- 
gani/e by the election of a board of directors, who shall elect 
a president from their number, as prescribed in the charter of 
the Nashville & Chattanooga Railroad Company, and at all 
meetings of the stockholders, when a vote is to be taken, stock- 
holders may vote in person or by proxy, and, in the election 
of directors and in voting on all questions which coine before a 
meeting of stockholders, or which may be submitted to a de- 
cision of the stockholders in any other manner, the vote shall 
be taken according to the following scale: The owner of one or 
two shares shall be entitled to one vote; the owner g^,^ 
of not less than three nor more than four shares votln *- 
shall be entitled to two votes; the owner of not less than live 
nor more than six shares shall be entitled to three votes; the 
owner of not less than seven nor more than eight shares, to 
four votes; the owner of not less than nine nor more than 
eleven shares, to five votes; the owner of not less than twelve 
nor more than fifteen shares, to six votes; the owner of not 
less than sixteen shares nor more than twenty, to seven votes; 
the owner of not less than twenty-one shares nor more than 
twenty-six, to eight votes; the owner of not less than twenty- 
seven nor more than thirty-three shares, to nine votes; the 
owner of not less than thirty-four nor more than forty shares, 
to ten votes; and the owner of every ten shares alx>ve forty 
shall be entitled therefor to one vote; I'rov'uled, That no indi- 
vidual, corporation, or company shall be entitled to more than 
five hundred votes. 



186 DECREES, ETC., RELATING TO M'MINNVILLE BRANCH 

SEC. 7. Be it enacted, That S. D. Rowan, L. D. Mercer, R. 
B. Cain, Wm. Smart, Dr. Davis, Win. H. Colson, M. Hoover, 
(/. Colson, Lawson Wileman, Joseph M. Howe, W. P. Hick- 
erson, - - Bashaw, R. B. Anderson, John Charles, Alexan- 
der E. Patton, Herndon Greene, Peter S. Decherd, Thomas C. 
Smart, H. H. Harrison, M. Hill, H. L. W. Hill, and Robert 
Commission- Webb be, and they are hereby, constituted a board 
ers< of commissioners, any seven of whom may act, to 

manage all the affairs of said company until it shall be organ- 
ized by the election of a board of directors, as aforesaid; to 
procure the subscription of stock, by the appointment of an 
agent or agents for that purpose, or in such manner as they 
may deem best; to provide for experimental surveys of routes 
for said railroad, and for the payment for making said surveys 
and for procuring said subscriptions, out of such calls on the 
stock subscribed for as they may deem advisable, out of the 
funds hereafter provided for, but they shall not be compelled 
to require any part of the stock subscribed for to be paid in 
cash, at the time it is subscribed for; and at all meetings of said 
commissioners they may vote in person or by proxy in relation 
to the affairs of the company before its organization as afore- 
said, and they shall require each subscriber to execute his note 
to the company for one dollar for each share of stock subscribed 
for by him, and it shall be lawful for the same to be sued for 
and recovered of such subscriber, in the name of the company, 
whether organized or not, to be used when paid in defraying 
the expenses incurred by the commissioners in the manner afore- 
said. 

SEC. 8. Be it further enacted, That said company shall have 
ten years to complete their said railroad, and shall have five 
Time to begin vears to begin the construction of said road; and 
and complete, whenever five miles of the road shall have been 
completed, said company may carry on its regular business on 
the same. 

SEC. 9. Be it enacted, That anything in the charter of the 
McMinnville & Manchester Railroad Company, inconsistent 
wit the provisions of this act, is hereby repealed. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 187 

0. 10. Be it enacted, That in the locution of the McMinn- 
ville & Manchester Railroad, it shall be located on the nearest 
and most practical route to the Nashville & Chatta- 
nooga Railroad from McMinnville, to be judged of 
by the president and directors; Provided, That the thirteenth 
section of the act incorporating the Nashville & Chattanooga 
Railroad Company, shall not be a part of the charter of the 
said Southwestern Railroad Company, nor McMinnville & 
Manchester Railroad Company; And provided, That nothing 
in this act shall be so construed as to authorize the governor to 
indorse the bonds of said companies, nor shall the name of the 
road hereby incorporated control its location, but the same 
shall l>e left to the discretion of the president and board of di- 
rectors. 

SKC. 11. Be it enacted, That the charter of said road shall 
be continued from McMinnville to Sparta, on condition that 
the people of White county make the same to Me- May txtend to 
Minnville. (ActsTenn., 1851-2, ch. 269, p. 462; spam. how. 
passed January 31, 1852.) 

Charter amended, any stockholder may be director. 

SEC. 58. Be it further enacted, That from and after the pas- 
sage of this act, any stockholder of the McMinnville & Man- 
chester Railroad Company shall be eligible to election as di- 
rector of said company, without regard to the number of 
shares of stock owned by him in said company. (Acts Tenn., 
1855-6, ch. 181, p. 281; passed February 27, 1856.) 

Town of McMinnville authorized to subscribe for stock in 
McMinnville & Manchester Railroad Company, how. 

SEC. 12. Be it enacted, That the mayor and aldermen of the 
town of McMinnville, in the county of Warren, in this state, 
shall have the same power, and in the same manner, to subscribe 
for stock in the McMinnville & Manchester Railroad Company, 
as the mayor and aldermen of the town of Franklin have to sub- 
scribe for stock in the Tennessee & Alabama Railroad Company 
or in any railroad company running near said town. (Acts 
Tenn., 1855-6, ch. 204, p. 384; passed February 26, 1855.) 



188 DECREES, ETC., RELATING TO M'.MINNVILLE BRANCH 

Purchasers of McMinnville & Manchester Railroad at state 
sale authorized to be credited with any amount recov- 
ered by the United States, in suit against it, for iron, 
rails, etc., furnished. 

SECTION 1. Be it enacted, by the General Assembly of the 
State of Tennessee, That, in the event the United States shall 
recover any amount in the suit for the sum of sixty-seven thou- 
sand dollars, which the said United States has brought in the 
federal court, at Nashville, against the McMinnville & Man- 
chester Railroad Company for the value of iron, rails, material, 
and rolling stock alleged to have been furnished said company, 
and to secure which a lien was retained, with the right reserved 
to the United States to put a receiver in charge of said railroad, 
that the commissioners appointed to sell the delinquent rail- 
roads in the State of Tennessee be directed and authorized to 
credit the said company who purchased said road, with the 
amount of such recovery; Provided, That said McMinnville & 
Manchester Railroad Company shall not have the benefit of this 
act unless it, in good faith and to the satisfaction of said com- 
missioners, makes all proper and necessary defenses to said 
suit brought against it by the United States. 

SEC. 2. Be it further enacted, That this act take effect from 
and after its passage,/the public welfare requiring it. (Acts 
Tenn., 1872, ex. ses., p. 39, ch. 16; passed March 30, 1872.) 

Claims between State of Tennessee and United States in re- 
gard to McMinnville & Manchester Railroad authorized 
to be settled, how. 

WHEREAS, There are large and unsettled claims between the 
State of Tennessee and the United States government; and, 

WHEREAS, It is important that said claims should be ad- 
justed; therefore, 

SECTION 1. Be it enacted by tlie General Assembly of the 
State of Tennessee, That the governor of the State of Tennessee 
be, and he is hereby, fully authorized and empowered to settle 
with the government of the United States all the unadjusted 
claims between the Memphis, Clarksville & Louisville Railroad 
and said government; also all claims the State of Tennessee and 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 189 

the McMinnville & Manchester Railroad Company hold against 
the government of the United States, and all claims the United 
States holds against said McMinnville & Manchester Railroad 
Company for damages done the McMinnville & Manchester 
Railroad, or damages done said company by the United States, 
or for iron, engines, rails, and other materials furnished said 
company; and, also, all other claims the State of Tennessee 
holds against the United States government in connection with 
Tennessee railroad interests. 

SBC. 2 

SEC. 3. Be it further enacted, That this act take effect from 
and after its passage, the public welfare requiring it. (Acts 
Tenn., 1872, ex. ses., p. 35, ch. 13; passed March 30, 1872.) 

Comptroller authorized to settle with B. J. Hill, president and 
receiver of the McMinnville & Manchester Railroad. 

SECTION 1. Be it enacted by tfte General Assembly of the 
State of Tennessee, That the comptroller be authorized and di- 
rected to make full settlement with B. J. Hill, as receiver and 
late president of the McMinnville & Manchester Railroad. 

SEC. 2. Be it further enacted, That when said settlement 
shall have been made on or upon B. J. Hill's sworn statement, 
if there should be anything due said receiver for balance of 
salary, or for money exj>ended out of his own private means 
as such receiver for said road, that the comptroller issue his 
warrant upon the treasurer in favor of B. J. Hill, said receiver, 
for whatever amount found to be due him on final settlement. 

SEC. 3. Be it further enacted, That this act take effect from 
and after its passage, the public welfare requiring it. (Acts 
Tenn., 1875, ch. 52, p. 49; passed March 11, 1875.) 

State aid to McMinnville & Manchester Railroad. Many 

acts of the legislature were passed authorizing state aid to be 
granted to the McMinnville & Manchester Railroad for the pur- 
pose of building and equipping its road. The state aid was 
given by having the governor to indorse the bonds of the road 
on l>ehalf of the state. These acts are quite lengthy, and are 
so seldom required that for the puri>ose of space and economy 



190 DECREES, ETC., RELATING TO M\MINNVILLE BRANCH 

it is not deemed advisable to insert them in full in this compila- 
tion, but simply to refer to the act and page where they can 
be found. 

Below will be found all acts relating to this subject, set out 
in the order of their passage: 

Acts 1851-2, ch. 151, governor authorized to issue coupon 
bonds, for amount not exceeding $8,000 per mile, on certain 
conditions. (For conditions, see act.) 

Acts 1853-4, ch. 131, sec. 1, state aid to the extent of 
$10,000 a mile. 

Acts 1855-6, ch. 120, p. 143, sec. 13, governor authorized 
to issue bonds to amount of $30,000, in constructing bridge 
across Barren Fork of Collins river, Hickory creek, and Duck 
river. 

Acts 1857-8, ch. 118, p. 301, governor authorized to issue 
bonds to. 

Acts 1865-6, ch. 14, p. 33, governor authorized to issue 
bonds to the Manchester & McMinnville Railroad to the amount 
of $346,000. 

Acts 1865-6, ch. 49, p. 75, governor authorized to issue 
bonds to amount of $54,000. 

Resolution authorizing postponement of sale of McMinnville 
& Manchester Railroad. 

WHEREAS, The purchasers of the McMinnville & Manchester 
railroad have made one payment of seventy-five thousand dol- 
lars, and are now in default one payment, for which the road 
is now advertised for resale by the state commissioners for the 
sale of delinquent railroads; and, 

WHEREAS, Since the sale and purchase aforesaid, the real 
purchasers, the Memphis & Charleston Railroad Company, in 
the lease of its main trunk, impaired, to some extent, its power 
to raise money; but, 

WHEREAS, The purchasers have come forward and shown 
not onl} 7 an honest purpose to comply with the contract, but a 
determination to do it if some indulgence is shown; therefore, 

Resolved by the Senate and House of Representatives, That 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 191 

the state commissioners for the sale of delinquent railroads be, 
and they are hereby, instructed to postpone the resale of the 
McMinnville & Manchester Railroad until after the first of May 
of the present year, provided the purchasers, and such of the 
sureties as will l>e satisfactory to the commissioners, shall agree, 
in writing, to the same, and that the postponement shall in no 
way affect the rights of the state against them on their bond 
for the full amount which may be due thereon, nor the right 
of the state to enforce its lien upon the property. (AclsTenn., 
1873, p. 202; approved January 28, 1873.) 



192 ABSTRACT OF TITLE TO M'lIINHVILLE BRANCH 



CHAPTER XL 

THE SOUTHWESTERN RAILROAD COMPANY. 
. (Now FORMS PART OF MCMINNVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. Under the general improvement laws of 1851-52, and 
amendments thereto, the State of Tennessee, through its gov- 
ernor, indorsed the bonds of the various railroads in the state, 
to aid in their construction, retaining a lien on the respective 
roads so assisted as security therefor; among the number was 
the Southwestern Railroad Company. Default having been 
made in the payment of interest on the bonds issued for its 
benefit, a bill was filed in the chancery court at Nashville, Tenn., 
in the name of the state against the Edgetield & Kentucky Rail- 
road Company et als., to which the said Southwestern Railroad 
Company was also made a defendant, seeking to enforce the 
state's lien or statutory mortgage. This bill was filed, as ex- 
plained in other chapters, in pursuance of an act of the legisla- 
ture of 1870-71, ch. 23, p. 25, authorizing the sale of all de- 
linquent roads, the tenth section of which provided "that upon 
sale of any of the franchises of either of the railroad companies 
by the commissioners under the provisions of this act, all the 
rights, privileges, and immunities appertaining to the franchise 
so sold, under its act of incorporation, and the amendments 
thereto, and the general improvement laws of the state and acts 
amendatory thereof, shall be transferred to and vest in such 
purchaser, and the purchaser shall hold said franchise subject 
to all liens and liabilities in favor of the state, as now provided 
by law against the railroad companies. 

On June 8, 1871, a pro confesso was taken against the said 
Southwestern Railroad Company, as per decree entered in minute 
book T, p. 406, and on July 6, following, the amount of in- 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 193 

debtedness of said road to the state was adjudicated at $553,790 
and the road ordered sold. See minute hook T, p. 372. 

At the sale, the Southwestern Railroad Company itself be- 
came purchaser of its own road, franchises, etc. See minute 
book T, p. 507. 

Subsequently it sold them to the Nashville, Chattanooga & 
St. Louis Railway. At the date of the latter sale, however, 
only a small part of the road had been constructed, but the 
Nashville, Chattanooga & St. Louis Railway, under and by 
virtue of the rights, franchises, etc., it had acquired by the 
purchase of the road, together with the rights and franchises 
it had acquired by its purchase of the McMinnville & Manches- 
ter Railroad, as heretofore explained in chapter 9, completed 
the road to Sparta. The road from Sparta to Bon Air was 
built subsequently, under the charter of the Bon Air Railroad 
Company. 

1. For charter of Bon Air Railroad Company, and how it was ac- 
quired, see index. 

2. The Nashville, Chattanooga & St. Louis Railway could have ex- 
tended the road from McMinnville to Sparta under the charter and 
amendments of the McMinnville & Manchester Railroad Company, as by 
Acts Tenn., 1851-2, ch. 269, p. 462, sec. 11. the charter of said road was 
amended so as to permit it to be done, under the condition therein set 
out, which was subsequently performed. 

3. The purchase of this road and its franchises by the Nashville, 
Chattanooga & St. Louis Railway was legal. Under the Acts of 1871, ch. 
69. which superseded the Acts of 1871. ch. 22, it was provided that ''every 
railroad corporation in this state, whether created under a general or 
special law, shall have power to acquire by purchase, or other lawful 
contract, and have, hold, use, and operate any railroad, with its fran- 
chises, belonging to any other railroad company.'' 

Width Of right Of way. The Nashville, Chattanooga & St. 
Louis Railway having become the lawful purchaser of the 
road, right of way, easements, franchises, etc., of this company, 
together with those of the McMinnville <& Manchester Railroad 
Company, it is now entitled to all the rights, franchises, etc., 
contained in their charters. Section 1 of the charter of the 
Southwestern Railroad Company gave it all the rights, powers, 
and privileges contained in the charter of the Nashville & 
Chattanooga Railroad Company. Sections 23 and 24 of the 
latter charter gave a right of way of one hundred feet on each 
side of the center of the road in the absence of any written 

13 



194 ORIGINAL CHARTER OF SOUTHWESTERN RAILROAD CO. 

contract with the original landowners to the contrary. 5 Pick., 
293. Sections 21 and 22 of the charter of the McMinnville 
& Manchester Railroad Company gave the same number of 
feet, and by Acts 1851-2, ch. 269, p. 462, sec. 11, the said 
charter was extended over the proposed line from McMinnville 
to Sparta. This being so, the Nashville, Chattanooga & St. 
Louis Railway would now be entitled, over that line, to the 
two hundred feet width of right of way, whether the road 
was extended under one charter or the other. 

1. Independent of the franchises contained in the charter of this com- 
pany and the McMinnville & Manchester Railroad Company, the 
Nashville, Chattanooga & St. Louis Railway would doubtless now be 
entitled, over the line of this road, to one hundred feet on each side of 
the center of the road, for by Acts Tenn., 1849-50, ch. 266. sec. 3, it was 
provided that all branches of the Nashville & Chattanooga Railroad 
Company, as may be made, shall have all the rights and privileges, and 
shall be placed in all respects on the same footing, with the said Nash- 
ville & Chattanooga Railroad Company. 

2. The road from Sparta to Bon Air was built under the charter of 
the Bon Air Railroad Company. For charter, how road acquired, and 
width of right of way of that branch, see index. 

3. For a general discussion of this and kindred subjects, together 
with the right and method of taking more than two hundred feet when 
necessary for railroad purposes, see Eminent Domain, Right of Wnu, 
herein. Refer to index. 

ORIGINAL CHARTER OF THE SOUTHWESTERN 
RAILROAD COMPANY. 

(Acts Tenn., 1851-52, ch. 269, p. 462.) 

SECTION i. Incorporation, name, general powers.^ it 

enacted by the General Assembly oftke State of Tennessee, That 
a body politic and corporate is hereby constituted by the name 
and style of the Southwestern Railroad Company, for the pur- 
pose of constructing a railroad from Danville, in the State of 
Kentucky, to connect with the McMinnville & Manchester 
Railroad, and said company shall have and enjoy all the rights, 
powers, and privileges, and be subject to all the liabilities and 
restrictions, prescribed in the charter of the Nashville & Chatta- 
nooga Railroad Company, and in the various amendments 
thereto, except as herein further provided. 

1. It will be noticed that the above section conferred upon the com- 
pany all the rights, powers, and privileges, and subjected it to all the 
liabilities and restrictions, of the Nashville & Chattanooga Railroad Com- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 195 

pany's charter. For full discussion thereof, see chapter 1, herein. See, 
also, index for particular power desired. 

2. The legislature may lawfully confer upun one company all the 
rights, powers, franchises, etc., of another by simply referring to it in 
the manner that this was done. See 8 Lea (Tenn.), 427. 

3. By Acts 1868-69. ch. 11, p. 93, sec. 25, the Nashville & Cincinnati Rail- 
road Company was granted the privilege of uniting on a common track 
with this company from the junction of the Tennessee & Pacific Railroad 
with this company's railroad to Danville, Ky., if companies agreed. See 
act in next chapter. 

4. By Acts Tenn., 1849-50, ch. 259, p. 497, another company was char- 
tered, known as the Sparta fe McMinnville Railroad Company, for the 
purpose of constructing a railroad from McMinnville to Sparta, but that 
company was never organized. 

SEC. 2. Capital, increase of value of shares, election of 
president and directors, voting. /?* it enacted, That the capi- 
tal stock of said company shall be one million of dollars, to be 
divided into shares of twenty-five dollars each, and the com- 
pany shall have power to increase the capital stock to three 
millions of dollars; and, whenever five thousand shares of the 
capital stock are subscribed for, said company may organize 
by the election of a board of directors, who shall elect a presi- 
dent from their number, as prescribed in the charter of the 
Nashville & Chattanooga Railroad Company, and, at all meet- 
ings of the stockholders, when a vote is to be taken, One vote for 
each stockholder shall be entitled to one vote for eachshare - 
each share of stock held by him. 

By Acts Tenn., 1855-56, ch. 229, p. 469, sees. 4, 9, the charter of this 
company was amended so that any stockholder should be eligible as a 
director, or to any other office, without reference to the amount of his 
stock. 

SEC. 3. Commissioners, powers of, subscriptions to stock. 

Be it enacted, That A. Philips, E. N. Cullom, R. Kenner, 
J. L. Goodall, O. S. Woods, R. B. Cain, Thomas E. Bram- 
lett, D. Haggard, J. H. West, J. L. Quarles, R. Blain, J. F. 
Bell, W. Lair, C. B. Coffee, and M. J. Brien be, and they are 
hereby, constituted a board of commissioners, a majority of 
whom may act, to manage all the affairs of said company until 
it shall l>e organized by the election of a board of directors as 
aforesaid, to procure the subscriptions of stock, by the appoint- 
ment of an agent or agents for that purpose, or in such manner 
as they may deem best; to provide for experimental 

Survcvs 

surveys of routes for such railroad, and for the 



196 ORIGINAL CHARTER OF SOUTHWESTERN RAILROAD CO. 

payment for making said surveys, and for procuring said sub- 
scriptions, out of such calls on the stock subscribed for, as they 
may deem advisable, out of the funds hereafter provided for, 
but they shall not be compelled to require any part of the stock 
subscribed for to be paid in cash at the time it is subscribed for. 

At all meetings of said commissioners, they may 
Commission- . , . , . 

ers, how to vote in person or by proxy in relation to the affairs 

of the company, before its organization as afore- 
said, and they shall require each subscriber to execute his note 

to the company for one dollar for each share sub- 
Subscriber to J 

for e sub e scrip e - s scrilje(1 for y him, and it shall be lawful for the 
same to be sued for and recovered of such sub- 
scriber in the name of the company, whether organized or not, 
to be used, when paid, in defraying the expenses incurred by 
the commissioners in the manner aforesaid. 

SEC. -L Road to commence and be completed, when ; inte- 
gral parts. Be it further enacted, That said company shall 
have ten years to complete their said railroad, and whenever 
five miles of the road shall have been completed said company 
may carry on its regular business upon the same. And said 
company shall have five years in which to begin the construc- 
tion of said railroad. (Acts Tenn., 1851-2, ch. 269, p. 462; 
passed January 31, 1852.) 

1. By Acts Tenn.. 1853-4, ch. 131, p. 205, sec. 11, the further time of 
two years was given this company to bring itself within the provisions 
of the act entitled "An act to establish a system of internal improve- 
ments in this state. " 

2. By Acts Tenn., 1855-6, ch. 60, p. 67, sec. 5, an additional two years 
was granted as above. 

3. By Acts Tenn., 1857-8. ch. 130, p. 326, sec. 2, an additional two 
years was granted as above. 

4. Extra time granted to complete road. By Acts Tenn., 1865-6, ch. 
107, p. 295. this company was granted the further time of ten years to 
complete its road. 

5. By Acts 1859-60, ch. 78, p. 305. sec. 1, the further time of two years 
was granted this company to bring itself within internal improvement 
acts. 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 197 



CHAPTER XII. 

ACTS OF TENNESSEE RELATING TO SOUTHWESTERN RAIL- 
ROAD COMPANY. 

Nashville & Cincinnati Railroad Company authorized to unite 
on common track witb Southwestern Railroad Company, 
how. 

SEC. 25. Be it furtlier enacted, That the Nashville & Cin- 
cinnati Railroad Company may unite on a common track with 
the Southwestern Railroad Company from the junction of the 
Tennessee & Pacific Railroad with the Southwestern from said 
junction to Danville, Kentucky, if the companies shall both 
agree on said union or consolidation, by filing a written state- 
ment of the contract with the governor of the State of Ten- 
nessee, which contract shall be made a matter of record, and 
said contract shall be valid and binding in law and equity, and 
both companies shall have all the rights and privileges now 
granted by law to each company, except that there shall be 
but one set of officers on the road after the consolidation, and 
shall be governed by the general internal improvement laws, 
with all the amendments thereto. (Acts Tenn., 1868-9, ch. 
11, p. 93, sec. 25; passed December 9, 1868.) 

Comptroller of state authorized to settle with receiver. 

SECTION 1. Be it enacted by the General Assembly of the State 
of Tennessee, That the comptroller be, and is hereby, authorized 
and directed to settle with George G. Dibrell, as receiver and 
late president of the Southwestern Railroad Company. 

SEC. 2. Be it farther enacted, That when said settlement 
shall have been made, it may be made on the evidence of George 
G. Dibrell, or any other evidence proper and legal in itself. 
If there shall be any sum found to be due said receiver for a 
balance of salary, the comptroller shall issue his warrant for 
the same in favor of George G. Dibrell, said receiver, for 



198 ACTS RELATING TO SOUTHWESTERN RAILROAD CO. 

whatever amount shall be found to be due him on final settle- 
ment. 

SEC. 3. Be it further enacted, That this act shall take effect 
from and after its passage, the public welfare requiring. (Acts 
Tenn., 1875, ch. 50, p. 47; passed March 10, 1875.) 

State aid to the Southwestern Railroad Company. -Many 

acts of the legislature of the State of Tennessee were passed 
authorizing state aid to be granted to the Southwestern Rail- 
road for the purpose of building and equipping its road. The 
state aid was given by having the governor to indorse the 
bonds of the road on behalf of the state. These acts are quite 
lengthy, and are so seldom required that, for the purpose of 
space and economy, it is not deemed advisable to insert them 
in full in this compilation, but simply to refer to the act and 
page where they can be found. Below will be found all acts 
relating to this subject set out in the order of their passage. 

Acts 1851-52, ch. 151, sec. 10, governor authorized to 
issue coupon bonds for amount not exceeding $8,000 a mile, on 
certain conditions. For conditions, see act. 

Acts 1853-54, ch. 235, p. 478, governor authorized to 
issue bonds, to under certain conditions, which included the 
bridge across Collins river, Caney Fork, and Obed rivers. 

Acts 1853-24, ch. 131, sec. 1, state aid to the extent of 
$10 a mile. Under section 11 of this act the Southwestern 
Railroad Company was also granted two years to bring this 
within the provisions of an act entitled "An act to establish a 
system of internal improvements in this state. ' ' 

Acts 1857-58, ch. 118, p. 301, state aid granted. 

Acts 1855-56, ch. 235, p. 478, sec. 2, state aid granted. 

Acts 1859-60, ch. 78, p. 305, sec. 3, state aid granted. 

Acts 1867-68, ch. 17, p. 14, sec. 4, state aid granted to 
extent of $300,000. 

Acts 1868-69, ch. 53, p. 264, sec. 32, state aid granted. 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 199 



CHAPTER XIII. 

THE BON AIR RAILWAY COMPANY. 
(EXTENSION OF MC.MINNVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On December 3, 1887, the Bon Air Railway Company, 
pursuant to a resolution of its stockholders and directors, exe- 
cuted a deed to its railroad, roadbed, right of way, sidings, 
depots, grounds, franchises, properties, etc., to the Nashville, 
Chattanooga & St. Louis Railway. The consideration paid was 
the assumption and payment by the latter company of the cost 
of constructing said road, including right of way, etc. The 
deed to the same is recorded in the register's office of White 
county, in book vol. 31, p. 77. It is also inserted herein, in 
next chapter. 

This purchase was legal. Under the Acts of Tennessee, 1871, ch. 
C9, which superseded the Acts of 1871, ch. 22, it was provided that 
"every railroad corporation in this state, whether created under a gen- 
eral or special law, shall have power to acquire, by purchase or other 
lawful contract, and have, hold, use, and operate, any railroad, with its 
franchises, belonging to any other railroad company. 

What franchises, etc., passed under this sale. in addition 

to the road and other proj)erty conveyed, the deed specifically 
transferred all the emoluments, franchises, immunities, and 
rights under the charter of said company, including the right 
to extend the road to the Kentucky state line, and to build 
branches thereof. For particular enumeration of franchises, 
see charter of said company, further on in this chapter. 

Width Of right Of way. This charter was granted under 
the general Acts of 1875, ch. 14:2. In it there is no clause 
vesting title to, or an easement over, any particular number of 
feet, in the absence of a written contract with the original land- 
owner, as is the case in most of the charters granted by special 
act. It will be noticed that, by section 9 of its charter, the 



200 ORIGINAL CHARTER OF BON AIR BRANCH 

company was given power to condemn an easement in lands for 
a right of way not exceeding two hundred feet. Under this 
authority, therefore, the Bon Air Railway could have originally 
condemned any number of feet, up to and including the two 
hundred, for said purpose. Whatever number of feet it may 
have condemned, however, it will now be limited to that amount, 
and the Nashville, Chattanooga & St. Louis Railway, as the 
lawful purchaser thereof, will be entitled to no greater rights. 
If no condemnation proceedings were had at all, the entry and 
construction of the road would be regarded as an appropriation 
of the full amount of land authorized by the charter, which 
would be two hundred feet. (Duck River Valley Narrow Gauge 
Railroad Co. v. Cochrane, 3 Lea (Tenn.), 478; see, also, sec- 
tion 33 of the charter of the Bon Air Railway, further on in 
this chapter.) 

1. For right of successive appropriations, and its application to char- 
ters granted under the general Acts of 1875, ch. 142, see Eminent Do- 
main, Right of Way, herein; refer to index. 

2. By Acts 1849-50, ch. 266, sec. 3, it was provided that all branches of 
the Nashville & Chattanooga Railroad as may be made, shall have all 
the rights and privileges, and shall be placed in all respects on the 
same footing, with the Nashville & Chattanooga Railroad Company. 
This act has never been construed by the supreme court, but, if a favor- 
able construction was given, it would considerably enlarge the rights of 
the Nashville, Chattanooga & St. Louis Railway as to the right of way 
on this branch. A test case should be made. 

Distance built when purchased. The road from Sparta to Bon Air, 
a distance of six and one-half miles, had been constructed when pur- 
chased by the Nashville, Chattanooga & St. Louis Railway. The road 
has not as yet been built to the Kentucky line. 

ORIGINAL CHARTER OF THE BON AIR 
RAILWAY. 

(Chartered under General Acts Tenn., 1875, ch. 142, sec. 6.) 

SECTION i. Incorporation, name, route, general powers. 

Be it known, That W. C. Dibrell, J. W. Thomas, G. M. Fogg, 
J. H. Ambrose, and L. L. Losey are hereby constituted a body 
politic and corporate by the name and style of " The Bon Air 
Railway," for the purpose of constructing a railway from 
Sparta, in the county of White, to Bon Air coal fields, in said 
county, a distance of six miles and a half, and for the further 
purpose of extending said road northwardly and northeast- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 201 

wardly in the direction of the Cincinnati Southern Railroad, to 
the Kentucky state line, with full power to construct such 
branches along the route of the main stem to coal Mayconstruct 
fields, ore banks, or such other }x>ints as the stock- br * nchs - 
holders of this company, or its successors, may determine to be 
for the interest of the company from time to time, and with 
full power to run and operate the same, and ito equip and use 
it as a railroad and common carrier. 

1. Charter amended, may change termini. By Acts 1887. ch. 39, 
sees. 1, 2, all railroad companies chartered under the general laws of 
this state, may, by resolution of board of directors, change either termi- 
nus before the final location of the road. See act itself for method. 

2. By-laws for arbitration sustained. 7 Pick. (Tenn.), 64. 

3. By Acts 1889, ch. 158, all railroad companies chartered under the 
general laws of the state are allowed to build branch roads. See act 
itself for method. 

SEC. 2. General powers (Continued). The general powers 
of said corporation are, to sue and be sued by the corporate 
name, to have and use a common seal, which it may alter at 
pleasure; if no common seal, then the signature of the name of 
the corporation by any duly authorized officer shall be legal and 
binding; to purchase and hold or receive by gift, in addition to 
the personal property owned by said corporation, any real estate 
necessary for the transaction of the corporate business, and also 
to purchase or accept any real estate in payment, or part pay- 
ment, of any debt due to the corporation, and sell realty for 
corporation purposes; to establish by-laws and make all rules 
and regulations, not inconsistent with the laws and the consti- 
tution, deemed expedient for the management of corporate 
affairs; to appoint such subordinate officers and agents, in ad- 
dition to the president and secretary, or treasurer, as the busi- 
ness of the corporation may require; to designate the name of 
the office and fix the compensation of the officer. 

SEC. 3. Special provisions. The following provisions and 
restrictions are coupled with said grant of powers: A failure to 
elect officers at the proper time does not dissolve the corpora- 
tion, but those in office hold until the election or appointment 
and qualification of their successors.* The term of all officers 
may l>e fixed by the by-laws of the corporation, the same not, 



202 ORIGINAL CHARTER OF BON AIR BRANCH 

however, to exceed two years. The corporation may, by by- 
laws, make regulations concerning the subscription for or trans- 
fer of stock, fix upon the amount of capital to be invested in 
the enterprise, the division of the same into shares, the time 
required for payment thereof by the subscribers for stock, the 
amount to be called for at any one time; and in case of failure 
of any stockholder to pay the amount thus subscribed by him 
at the time and in the amounts thus called, a right of action 
shall exist in the corporation to sue said defaulting stockholder 
for the same. 

*See 3 Hum., 531; 12 Lea, 252; 4 Cold., 101. 

SEC. 4. Directors, quorum Of, bOOkS. The board of direct- 
ors, which may consist of five or more members, at the op- 
tion of the corporation, to be elected either in person or by 
proxy, by a majority of the votes cast, each share representing 
one vote, shall keep a full and true record of all their proceed- 
ings, and an annual statement of receipts and disbursements 
shall be copied on the minutes, subject at all times to the in- 
spection of any stockholder. The books of the corporation 
shall show the original or subsequent stockholders, their re- 
spective interests, the amount which has been paid on the 
shares subscribed, the transfer of stock, by and to whom 
made; also other transactions in which it is presumed a stock- 
holder or creditor may have an interest. 

SEC. 6. Unpaid StOCk. The amount of any unpaid stock 
due from a subscriber to the corporation shall be a fund for 
the payment of any debts due from the corporation, nor shall 
the transfer of stock by any subscriber relieve him from pay- 
ment, unless his transferee has paid up all or any of the balance 
due on said original subscription. 

See 10 Pick. (Term.), 154, 608. 

SEC. 6. Express and implied powers. By no implication 
or construction shall the corporation be deemed to possess any 
powers except those hereby expressly given or necessarily im- 
plied from the nature of the business for which the charter is 
granted, and by no inference whatever shall said corporation 



NASHVILLE, CHATTANOOGA A ST. LOLLS RAILWAY. 203 

possess the power to discount notes or bills, deal in gold or 
silver coin, issue any evidence of debts as currency, buy and 
sell any agricultural products, deal in merchandise, or engage 
in any business outside the purpose of the charter. 

SBC. 7. Charter may be repealed or amended. The right is 

reserved to repeal, annul, or modify this charter. If it is re- 
pealed, or if the amendments proposed, being not merely aux- 
iliary but fundamental, are "rejected by a vote representing 
more than half of the stock, the corporation shall continue to 
exist for the purpose of winding up its affairs, but not to enter 
upon any new business. If the amendments or modifications, 
being fundamental, are accepted by the corporation as afore- 
said, in a general meeting to be called for that purpose, any 
minor, married woman, or other person under disability, or 
any stockholder not agreeing to the acceptance of the modifica- 
tion, shall cease to be a stockholder, and the corporation shall 
be liable to pay said withdrawing stockholders the par value of 
their stock, if it is worth so much; if not, then so much as may 
be its real value in the market on the day of the withdrawal of 
said stockholders as aforesaid; Provided, That the claims of all 
creditors are to be paid in preference to said withdrawing stock- 
holders. 

The charter of the Nashville, Chattanooga & St. Louis Railway can- 
not be repealed or amended without the consent of the company. See 
section 34 of that charter. 

SEC. 8. Directors, quorum of; may borrow money, issue 

bonds, mortgages, etc. A majority of the board of directors 
shall constitute a quorum, and shall fill all vacancies until the 
next election. The first board of directors shall consist of 
the five or more corporators who shall apply for and obtain 
the charter. The said corporation may have the right to bor- 
row money and issue notes or bonds upon the faith of the cor- 
porate property, and also to execute a mortgage or mortgages 
as further security for repayment of money thus borrowed. 

SEC. 9. Condemnation of right of way, two hundred feet. 

The said corporation shall have the right, in pursuance of the 
general law authorizing the condemnation of private proj>erty 



204 ORIGINAL CHARTER OF BON AIR BRANCH 

for works of internal improvement, as set forth in 1325- 
1348 in the code (both inclusive), to appropriate as an easement 
the right of way, not exceeding two hundred feet, over the land 
of any person through which the line of the track may be 
located. Said sections of the code are hereby literally copied 
and inserted in the words and figures following: 

SEC. 10 (1325). Land may be taken, hOW. Any person or 
corporation authorized by law to construct any railroad, turn- 
pike, canal, tollbridge, road, causeway, or other work of in- 
ternal improvement to which the like privilege is conceded, may 
take the real estate of individuals not exceeding the amount 
prescribed by law, or by the charter under which the person 
or corporation acts, in the manner and upon the terms herein 
provided. (Iowa code, 1851, 759.) 

1. Disability of owner does not affect the right. The right to take 
land under the power of eminent domain is not restricted by any dis- 
ability of the owner, who is entitled to demand and receive the value of 
the property, but must show title. 3 Head (Tenn.). 63-65. 

2. By Acts 1885, ch. 135, the operation of this and succeeding sections 
was extended so as to apply and include the condemnation and taking 
of the property, privileges, rights, or easements of private corporations. 
See act itself for method. 

3. By Acts 1889, p. 447, as embodied in Shannon's Code, \ 1879, it was 
made unlawful to construct or use any steam railway on any county 
road or highway, without the consent of the county court, to be granted 
in the method therein set out. 

SEC. 11 (1326). Proceedings, petition, etc. The party seek- 
ing to appropriate such lands shall file a petition in the circuit 
court of the county in which the land lies, setting forth, in sub- 
stance, (1) the parcel of land a portion of which is wanted, and 
the extent wanted, (2) the name of the owner of such land, or if 
unknown, stating the fact, (3) the object for which the land is 
wanted, (4) a prayer that a suitable portion of land may be de- 
creed to the petitioner and set apart by metes and bounds. 
(Iowa code, 1851, 760.) 

Petition need not be sworn to. 

SEC. 12 (1327). Notice to owner. Notice of this petition 
shall be given to the owner of the land, or, if a nonresident of 
the county, to his agent, at least five days before its presenta 
tion. (Ib. , modified.) 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 205 

SEC. 13 (1328). Where owner nonresident If the owner 

is a nonresident of the state, or unknown, notice shall be given 
by publication as provided in this code in similar cases in 
chancery. 

SEC. u (1329). Proceedings only bind parties. All parties 

having any interest in any way in such land may be made de- 
fendants, and the proceedings will only cover and affect the 
interest of those who are actually made parties, unborn remain- 
der-men being, however, bound by proceedings to which all 
living persons in interest are parties. 

Tenants for life, years, and reversioners are interested parties, and 
must be compensated. 2 Head (Tenn.), 65, 176. 

SEC. 15 (1330). Writ of inquiry of damages. After the 

requisite notice has been given, if no sufficient cause to the con- 
trary is shown, the court shall issue a writ of inquiry of dam- 
ages to the sheriff, commanding him to summon a jury to in- 
quire and assess the damages. (Iowa code, 1851, 763.) 

SEC. 16 (1331). Clerk to issue writ, sheriff to summon 

jury. By consent of parties, or on application of the plaintiff, 
unless objection is made by the defendant, the writ of inquiry 
may be issued by the clerk as of course, after service of notice, 
on which the sheriff will summon the jury. 

SEC. 17 (1332). Jury to be disinterested. The jurors shall 
not be interested in the same, or a similar question, and shall 
possess the qualifications of other jurors, and may be nominated 
by the court, selected by consent of parties, or summoned by 
the sheriff. 

SEC. 18 (1333). Failure to attend. If named by the court, 
and the persons named are unable to attend when summoned, 
the place of such persons shall be supplied by the sheriff. 

SEC. 19 (1334). Number of jurors, challenges. The jury 

will consist of five persons, unless the parties agree upon a dif- 
ferent number, and either party may challenge for cause, or 
peremptorily, as in other civil cases. 
See 11 Heis., 56; 12 H.-is.. 56, 57. 

SEC. 20 (1335). Notice Of taking inquest. The sheriff shall 
give the parties or their agents, if residents of the county, three 



206 ORIGINAL CHARTER OF BON AIR BRANCH 

days' notice of the time and place of taking the inquest, unless 
the time has been fixed by the order of the court. (Iowa code, 
1851, 771.) 

SEC. 21 (1336). Jury to be sworn by sheriff. The jury, 

before proceeding to act, shall be sworn by the sheriff, fairly 
and impartially, without favor or affection, to lay off, by metes 
and bounds, the land required for the proposed improvement, 
and to inquire and assess the damages. 

SEC. 22 (1337). To examine ground and assess damages. 

The jury will then proceed to examine the ground and may 
hear testimony, but no argument of counsel, and set apart, by 
metes and bounds, a sufficient quantity of land for the purposes 
intended, and assess the damages occasioned to the owner 
thereby. (Iowa code, 1851, 768.) 
See 3 Lea, 482. 

SEC. 23 (1338). Damages, how estimated. In estimating 
the damages, the jury shall give the value of the land without 
deduction, but incidental benefits which may result to the owner 
by reason of the proposed improvement may be taken into con- 
sideration in estimating the incidental damages. 

For full discussion of this, see Eminent Domain, herein. Refer to 
index. 

SEC. 24 (1339). Report returned in writing. The report of 

the jury shall be reduced to writing, signed by a majority of 
the jurors, delivered to the sheriff, and by him returned into 
court. 

SEC. 25 (1340;. Confirmation Of report. If no objection is 
made to the report, it is confirmed by the court, and the land 
decreed to the petitioner, upon payment to the defendants, or 
to the clerk for their use, of the damages assessed, with costs. 
(/&., 775, modified.) 

SEC. 26 (1341). Exception to report and new writ. Either 

party may object to the report of the jury, and the same may, 
on good cause shown, be set aside and new writ of inquiry 
awarded. (Acts 1849-50, ch. 72, sec. 5.) 

SEC. 27 (1342). Appeal, new trial. Either party may also 
appeal from the finding of the jury, and on giving security for 



NASHVILLE, CHATTANOOOA A ST. LOUIS RAILWAY. 207 

the costs, have a trial anew before a jury in the usual way. 
(/., modified.) 

See 12 Heis. (Tenn.), 57. 

SEC. 28(1343). Costs against appellant when not. If 

the verdict of the jury upon the trial affirms the finding of the 
jury of inquest, or is more unfavorable to the appellant than 
the finding of such jury, the costs shall l>e adjudged against 
such appellant; otherwise the court may award costs as in 
chancery cases. (/&.) 

SEC. 29 (1344). Appeal does not suspend work, how. - 

The taking an appeal does not suspend the operations of the 
petitioner on the land, provided such jietitioner will give bond 
with good security, to be approved by the clerk, in double the 
amount of the assessment of the jury of inquest, payable to the 
defendant, and conditioned to abide by and perform the final 
judgment in the premises. 

SEC. 30 (1345). Preliminary surveys, damages. A per- 
son or company actually intending to make application for the 
privileges herein contemplated, and entering upon the land of 
another for the purpose of making the requisite examinations 
and surveys, and doing no unnecessary injury, is liable only 
for the actual damage done; and, sued in such case, the plain- 
tiff shall recover only as much costs as damages. (Iowa code, 
1851, 77S.) 

SEC. 31 (1346). Damages to be prepaid, or bond on appeal. 

- No person or company shall, however, enter upon such land 
for the purpose of actually occupying the right of way until 
the damages assessed by the jury of inquest and the cost have 
been actually paid; or, if an appeal has been taken, until the 
bond has been given to abide by the final judgment, as before 
provided. 

See 6 Cold., 162; 7 Heis., 518, 535; 13 Lea, 671. 

SEC. 32 (1347). Owner may have inquest or sue for dam- 
ages, when ', proceedings. If, however, such' person or com- 
pany has actually taken possession of such land, occupying it 
for the purpose of internal improvement, the owner of such 



208 ORIGINAL CHARTER OF BON AIR BRANCH 

land may petition for a jury of inquest, in which case the same 
proceedings may be had, as near as may be, as hereinbefore 
provided; or he may sue for damages in the ordinary way, in 
which case the jury shall lay off the land by metes and bounds 
and assess the damages, as upon the trial of an appeal from 
the return of a jury of inquest. 

See 2 Head, 174, 65; 3 Lea, 480; 13 Lea, 670. 

SEC. 33 (1348). Limitation of proceedings by owner. The 

owners of land shall, in such cases, commence proceedings 
within twelve months after the land has been actually taken 
possession of and the work of proposed internal improvement 
begun; saving, however, to unknown owners and nonresidents 
twelve months after actual knowledge of such occupation, not 
exceeding three years; and saving to persons under disabilities 
of infancy, coverture, and unsoundness of mind twelve months 
after such disability is removed, but not exceeding ten years. 
See 12 Heis., 623. See Eminent Domain herein. Refer to index. 

SEC. 34. Gauge, transportation charges, tracks not to ob- 
struct roads, highways, Streets, etc. The corporation is au- 
thorized to adopt such gauge as they may prefer. The charge 
for transportation shall not exceed twenty-five cents per hun- 
dred pounds on heavy articles, and ten cents per cubic foot on 
articles of measurement for every hundred miles transported, 
and four cents per mile for every passenger, with power to 
make special contracts with shippers on their roads in regard 
to rate of freight so as not to exceed the amounts herein desig- 
nated. The line of track of the road shall be so constructed 
so as not to interfere with convenient travel of the public along 
the highways, country roads, streets and alleys of cities, towns, 
and villages, and so as to allow carts, wagons, carriages, and 
other vehicles conveniently and safely to pass over or under 
the line of the track, and so as not to intercept traveling on 
foot or horseback, or in vehicles of any kind, from the neces- 
sary and proper use of the public roads, streets or alleys, in 
the usual and proper mode for their convenience. 

By Acts 1885, ch. 20. all railroad companies in the state were author- 
ized to select and alter the gauge of their road at pleasure. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 209 

SEC. 35. Crossings, Signboards. Hoards, well supported 
by posts or otherwise, shall l>e placed, and constantly kept, 
across each public road; when the same is crossed on the same 
level by the track of the railway, the boards to be elevated so 
as not to obstruct travel, and on each side of said boards there 
shall be printed in large letters, easily to l>e seen by the traveler, 
the words ' Railroad Crossing L<x>kout for the Cars." Said' 
boards need not be put up at the crossing of streets and alleys 
in cities, towns, and villages, but such railroad company shall 
be subject to such proper regulations made by municipal au- 
thorities, in pursuance of general municipal powers regulating 
speed, passage, and flagman in such municipalities and at cross- 
ings; and when there are sidings and switches, the whistle shall 
always be blown at a distance of not less than two hundred and 
fifty yards from every crossing of a public road. When land 
on both sides of the track is owned by the same proprietor, 
convenient crossings shall be made and kept up at the expense 
of the corporation for the use of said proprietor, and all neces- 
sary cow-gaps made. 

SEC. 36. Regulations for running trains; fare must be paid. 

The board of directors shall fix the regular times for the 
running of trains for the transportation of passengers and 
property, and shall furnish sufficient accommodation for the 
safe, comfortable, and convenient transportation, and shall take, 
transport, and discharge such passengers and property at, from, 
and to such places on the due payment of freights, tolls, and 
fare legally authorized to be charged therefor, and in case of 
the refusal of said corporation, their officers or agents, to take 
and transport any passenger, or to deliver the same, or either 
of them, at the regular and appointed time, such cor|x>ration 
shall pay to the party aggrieved all damages thereby suffered, 
with costs of suit. If any passenger refuse to pay his toll or 
fare, the conductor may put him off the cars at any station or 
convenient point where said passenger can step on land. 

SEC. 37. Prohibited contracts; must receive freight from 

Other roads. The corporation shall make no contract giving 
any person a preference in the speedy shipment of freights. 

14 



210 ORIGINAL CHARTER OF BON AIR BRANCH 

This corporation shall receive on their road full freighted cars 
from other roads, and transport them, without breaking bulk, 
to the place of destination, charging for the goods, wares, and 
merchandise therein no greater rate of freight than is charged 
for similar goods, wares, and merchandise in their own cars, 
and return said cars free of charge; Provided, The cars thus to 
be received are good and substantial; And also provided^ The 
distance said wares and merchandise are to be transported is not 
less than twenty miles. 

SEC. 38. Officers and directors, capital stock, shares, 

books. The said five or more corporators shall, within a con- 
venient time after the registration of this charter in the office of 
the secretary of state, select from their number a president, 
secretary, and treasurer, or the last two offices may be com- 
bined into one, and shall not necessarily be stockholders, said 
president and the other corporators to constitute the first board of 
directors. The board of directors may fix the amount of capital 
stock of the company and the number of shares into which the 
same may be divided, and under their direction subscription 
books may be opened to obtain stock, all other persons having 
an equal right with said original corporators to subscribe for 
stock until the full amount of said capital stock is subscribed. 
When a sufficient amount of stock is subscribed, notice, per- 
sonal or by advertisement in a newspaper where the principal 
office of the corporation is to be kept, is to be given of the 
time and place of an election of officers. The result of all elec- 
tions is to be determined by a majority of the votes cast, each 
share to represent one vote. 

SEC. 39. Directors may increase Capital. The board of di- 
rectors may at any time increase the capital stock, if the necessi- 
ties of the corporation, in their estimation, require said increase. 

SEC. 40. May enter upon private lands. The company, by 

its officers or agents, may enter upon the lands of private per- 
sons for the purpose of making surveys, estimates, and location 
of route. 

SEC. 41. Shares of stock personalty. The stock is to be 

impressed with the character of personal property. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 211 

We, the undersigned, apply to the State of Tennessee, by 
virtue of the law of the land, for a charter of incorporation for 
the purposes and with the powers, etc. , declared in the forego- 
ing instrument. 

Witness our hands, this twenty-first day of November, 1887. 

W. C. DlBRELL, 

J. W. THOMAS, 
G. M. FoG(j, 
J. H. AMBROSE, 
L. L. LOSEY. 

The above charter was properly acknowledged and registered in" the 
register's office of White county, in book 28, page 388, et K&I., and in the 
secretary of state's office, in book " S, " page 5. 



CHAPTER XIV. 

DEED TO BON AIR RAILROAD, FRANCHISES, ETC. 

BON AIR RAILROAD COMPANY, j 

TO Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. ) 

For and in consideration of the sum of five dollars to it in 
hand paid by the Nashville, Chattanooga & St. Louis Railway, 
and in consideration of the covenants and agreements herein- 
after set out, to be done and performed by the Nashville, Chat- 
tanooga & St. Louis Railway, and in pursuance of resolutions 
adopted by the stockholders of the Bon Air Railway, author- 
izing the same and directing the directors of this company to 
muke a sale and execute a conveyance of its projwrties, as here- 
inafter described, which resolutions are in the following words 
and figures, to wit: 

"Resolved by tlw stockholders of tln> Bon Air Railway in con- 
vention assembled, That the president IK?, and he is hereby, au- 
thorized, empowered, and directed to sell to the Nashville, 
Chattanooga & St. Louis Railway, all the property, rights, 



212 DEED TO, FRANCHISES, ETC., BON AIR BRANCH 

privileges, and franchises of the Bon Air Railway, in consider- 
ation of the Nashville, Chattanooga & St. Louis Railway agree- 
ing to complete the railroad from Sparta to Bon Air, White 
county, Tennessee, and to pay the entire cost of the construc- 
tion of the same; and he is further authorized, empowered, and 
directed to execute such instruments as may be necessary for the 
full conveyance of the railway aforesaid, its franchises, etc." 

And in further pursuance of resolutions of the directors di- 
recting the president of this company to execute these convey- 
ances, the Bon Air Railway, a corporation chartered and or- 
ganized under the laws of the State of Tennessee, has bargained 
and sold, and by these presents does transfer and convey, unto 
the said Nashville, Chattanooga & St. Louis Railway and its 
successors and assigns, all and singular its railroad, extending 
from Sparta, in White county, in a southeasterly direction, to 
Bon Air, in said county, being a standard gauge railroad six 
miles and a half in length, together with its roadbed, rights of 
way, sidings, depots, depot grounds, and all of its appurtenances, 
F a. chi es emoluments, franchises, immunities of every kind 
etc., pass. an( j na ture whatsoever, together with all the rights 
under the charter to extend the road to the Kentucky line, and 
to build branches thereof, and in consideration of the Nashville, 
Chattanooga & St. Louis Railway having assumed and paid off 
the sum of dollars, beinsj the cost of construction of 

* o 

the said railroad and moneys expended for the right of way 
and otherwise upon said plant by the conveyor, and having 
paid off and discharged the same in full and relieved this con- 
veyor of all liabilities therefor. 

To have and to hold the said line of railway, roadbed, right 
of way, sidings, depots, depot grounds, franchises, immunities, 
etc., with all of its appurtenances, estate, title, and interest 
thereto belonging, to the said Nashville, Chattanooga & St. 
Louis Railway, its successors and assigns, forever. 

And the said Bon Air Railway does covenant with the said 
Nashville, Chattanooga & St. Louis Railway that it is lawfully 
seized and possessed of said railroad and properties in fee sim- 
ple, has a good right to convey it, and the same is unincum- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 213 

bered; and it does further covenant and bind itself and its suc- 
cessors to warrant and forever defend the title to said railroad 
and proj>erties to the said Nashville, Chattanooga & St. Louis 
Railway, its successors and assigns, against the lawful claims of 
all persons whomsoever. In witness whereof, the said Bon 
Air Railway has caused its president and secretary to affix its 
corporate name and seal hereto, this the third day of Decem- 
ber, 1887. BON AIR RAILWAY, 
L. L. LOSEY, Sec. By J. H. AMBROSE, President. 

This deed was properly acknowledged and registered in the register's 
office of White county, in book, vol. 31, pp. 77-79. 



214 ABSTRACT OF TITLE HUNTSVILLB & ELORA BRANCH 



CHAPTER XV. 

HUNTSVILLE & ELORA RAILROAD COMPANY. 
[HUNTSVILL.E & ELORA BRANCH.] 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On October 28, 188T, the Huntsville & Elora Railroad 
Company, pursuant to a resolution of its stockholders and di- 
rectors, executed a deed to its railroad, sidings, depots, right 
of way, franchises, etc., to the Nashville, Chattanooga & St. 
Louis Railway. At the date of sale, the road had not been con- 
structed, and only partially graded. The consideration was an 
agreement on the part of the vendee company to complete and 
operate the road from Huntsville to Elora as a standard gauge, 
which was done. The deed to the same is recorded in the judge 
of probate court's office in Alabama, deed N. N. N., p. 581. 
It is also inserted herein in next chapter. 

This sale was legal. Under sec. 24 of its charter, the Huntsville & 
Elora Railroad Company was given the power to sell its road, franchises, 
easements, immunities, etc., to any other corporation, whether char- 
tered by the laws of Alabama or not. The Nashville, Chattanooga & St. 
Louis Railway had the right to make the purchase under Acts Tenn., 
1871. ch. 69; Shannon's code, 1509; M. & V., 1250. 

What franchises, etc., passed under this sale. in addition 

to the road and other property conveyed, the deed specifically 
transferred all the easements, franchises, rights, privileges, and 
immunities contained in the charter of the Huntsville & Elora 
Railroad Company. For particular enumeration of these rights, 
franchises, etc., see charter further on in this chapter. 

Width Of right Of way. Section 16 of the charter of the 
Huntsville & Elora Railroad Company gives one hundred feet 
on each side of the center of said road as a right of way, in the 
absence of any contract with the original landowner to the con- 
trary, where he fails to apply in time for assessment. This 



NASHVILLE, CHATTANOOGA & 8T. LOUIS RAILWAY. 215 

section is the same as section 25 of the charter of the Nashville, 
Chattanooga & St. Louis Railway. See notes thereunder. 

For discussion of this and kindred subjects, tog-ether with the riffht 
and method of taking more than one hundred feet on each side of the 
center of the road, when necessary for railroad purposes, see l-'.mim nt 
Domain, Itlyht of Way, herein. Refer to index. 

Where Huntsville & Elora Railroad Company incorporated. 

The Huntsville <fe Elora Railroad Company was chartered by 
Acts Ala., 1886-87, No. 163, p. 289. It was never chartered 
in Tennessee. The road from the Alabama state line to Elora, 
Tennessee, was built under the original charter of the Win- 
chester & Alabama Railroad Company. See p. 152, herein. 

Distance built When purchased. None of the road was built 
when purchased by the Nashville, Chattanooga & St. Louis 
Railway, though the right of way had been secured and the 
same mostly graded. The road from Huntsville, through the 
counties of Madison, Marshall, and Etowah, to Attalla and 
Gadsden, was authorized by Acts Ala., 1890-91, p. 15-i, ap- 
proved December 10, 1890, though most of that extension was 
built under the charter of the Tennessee & Coosa Railroad after 
its purchase by the Nashville, Chattanooga & St. Louis Rail- 
way. See charter of Tennessee & Coosa Railroad Company. 
Refer to index. 

ORIGINAL CHARTER OF THE HUNTSVILLE & 
ELORA RAILROAD COMPANY. 

(Acts Ala., 1886-7, No. 163, p. 289.) 

SECTION 1. Incorporation, name, general powers./?*? it 

enacted by the Generdd Assembly of Alabama, That for the pur- 
pose of building a railroad l>etween Elora, Tenn., and Hunts- 
ville, Ala., the formation of a company is hereby authorized, 
which, when formed, shall 1x3 a body corporate, by the name 
and style of the Huntsville & Elora Railroad Company, and by 
said corporate name shall be capable in law to buy, receive by 
gift, hold, sell, and convey real and personal estate, as herein- 
after provided; make contracts, sue and be sued, make by-laws, 
and do all legal acts properly incident to a corj>oration necessary 
and proper to the transaction of the business for which it is in- 



216 ORIGINAL CHARTER HUNTSVILLE & ELORA BRANCH 

corporated, and to have and use a common seal, and the same 
to alter and destroy at pleasure, and shall have perpetual suc- 
cession of members. 

1. By Acts Ala., 1888-9, p. 443, the Nashville, Chattanooga & St. Louis 
Railway was granted all the rights, privileges, and immunities, and sub- 
jected to all restrictions, as were granted by the act incorporating the 
same, as far as this road lies within the county of Madison. See act itself 
in next chapter. 

2. For rights, privileges, etc., of Nashville, Chattanooga & St. Louis 
Railway see ch. 1, herein. 

SEC. 2. Capital, books opened, commissioners. That the 

capital stock of this company may be fixed by its shareholders 
at any sum not to exceed "two hundred and fifty thousand dol- 
lars," and that Oscar R. Hundley, Lawrence Cooper, Benj. 
P. Hunt, M. J. O'Shaughnessy, John W. Thomas, G. M. Fogg, 
Milton Humes, and Robert L. Pulley, be, and they are hereby, 
appointed commissioners to open books for the subscription to 
the stock of the company, at Huntsville, Ala., and that said 
commissioners, or any three thereof, shall receive subscriptions 
for the stock of said company, on and from the passage of this 
act, to the first day of January, 1888, or until five thousand 
dollars shall have been subscribed. 

SEC. 3. Money deposited ; incorporation, directors, powers 

Of. As soon as said sum of five thousand dollars shall have 
been subscribed, the said commissioners shall place the money 
so received by them in such bank at Huntsville, Alabama, to 
the credit of the company hereby incorporated, subject to the 
order of the president and directors of said company. The 
Board of sa ^ Oscar R. Hundley, Lawrence Cooper, Benj. P. 
directors. Hunt? M j Q' Shaughnessy , 'John W. Thomas, G. 
M. Fogg, Milton Humes, and Robert L. Pulley shall be, and 
are hereby, constituted a board of directors of said company 
for the first twelve months after the passage of this act, and 
until a meeting of the stockholders of said company shall be 
had as hereinafter provided; and that the subscribers to said 
stock, and said board of directors, shall form a body politic 
and corporate in deed and in law and by the name and for the 
purpose aforesaid, and in all things to be represented by the 
board of directors aforesaid until the election of a board as 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 217 

hereinafter prescribed; and they shall have the jx>wer to elect 
the president and officers of gaid company, and enact such rules, 
regulations, and by-laws which may be necessary for the gov- 
ernment thereof and the transaction of its business. 

See notes to sec. 8 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 4. Board Of directors, president. The affairs of said 
company shall be managed by the board of directors, consisting 
of seven, who shall be chosen by the stockholders from their 
own body, and a president of the company shall be elected by 
the directors from among their own members, in such manner 
as the regulations of the corporation shall prescribe. 

SEC. 5. Directors to hold over; elections. Should the day of 

annual election pass away without any election of directors, the 
corporation shall not thereby be dissolved, but it shall be lawful 
on any other day to hold and make such election, in such man- 
ner as may l>e prescribed by a by-law of the corporation. 

The directors of the entire system of which this road now forms a 
part, are elected under the charter of the Nashville, Chattanooga & St. 
Louis Railway. See ch. 1, herein. 

SEC. 6. Vacancies in board, how filled; president pro 

tem pore The board of directors may till up all vacancies 
which may occur in it during the period for which their board 
shall have been elected; and in the absence of the president, 
may fill his place by electing a president pro tempore. 

See sec. 10 of charter of Nashville, Chattanooga & St. Louis Railway, 
ch. 1, herein. 

SEC. 7. Contracts binding without seal. All contracts and 

agreements authenticated by the president of the board shall 
be binding on the company without seal, or in such other mode 
of authentication may be used as the company, by their by- 
laws, may adopt. 

See notes to sec. 11 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 8. Exclusive transportation; rate of charge. The 

company shall have the exclusive right of transportation or 
conveyance of persons, goods, merchandise, and produce over 
the said railroad by them constructed ; J^rovided, That the 



218 ORIGINAL CHARTER HUNTSVILLE & ELORA BRANCH 

charge of transportation or conveyance shall not exceed thirty - 
live cents per one hundred pounds on heavy articles, and ten 
cents per cubic foot on articles of measurement for every one 
hundred miles, and five cents per mile for every passenger; 
And provided also, That the said company may, when they 
see fit, farm out their rights of transportation on said road, 
subject to the rates above mentioned. 

See notes to sec. 14 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 9. StOCk, hOW transferred. The stock of said com- 
pany may be transferred in such manner and form as may be 
directed by the by-laws of the said corporation. 

See notes to sec. 16 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 10. Capital increased, hOW. The said company may at 
any time increase its capital to a sum sufficient to complete the 
said road and to stock it with everything necessary to give it full 
operation and effect, either by opening books for new stock or 
by selling such new stock, or by borrowing money on the 
credit of the company, and on the mortgage of its charter and 
works; and the manner in which the same shall be done in either 
case shall be prescribed by the stockholders at a general meet- 
ing; and any state, or any citizen, corporation, or company of 
this or any other state or country, may subscribe for and hold 
stock in said company, with all the rights and subject to all the 
liabilities of any other stockholder. 

See notes to sec. 17 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1 herein. 

SEC. 11. Directors' annual report; may call general meet- 
ings. The board of directors shall, in every year at least, 
make a full report of the state of the company and its affairs 
to a general meeting of the stockholders, and oftener, if di- 
rected by a by-law, and shall have power to call a general meet- 
ing of the stockholders when the board may deem it expedient. 

See notes to sees. 18 and 9 of charter of Nashville, Chattanooga & 
St. Louis Railway, ch. 1, herein. 

SEC. 12. Method and scale of voting; value of shares. 

The stockholders may vote in person or by proxy, and in the 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 219 

election of directors, and on voting on all questions which come 
before the meeting of the stockholders, or which may be sub- 
mitted to the decision of the stockholders in any other manner, 
each stockholder shall have the right to cast one vote for each 
share of stock held by him. Shares of stock shall be one hun- 
dred dollars each. 

See notes to sec. 20 of charter of Nashville, Chattanooga & St. I.-mi- 
Railway, eh. 1, herein. 

SEC. 13. Real property may be purchased, for what. The 

said company may purchase, have, and hold in fee, or for a 
term of years, any lands, tenements, hereditaments which may 
be necessary for said road or appurtenances thereof, or for the 
erection of depositories, storehouses, houses for the officers, 
servants, or agents for the company, or for workshops or foun- 
dries to be used for the said company, or for producing timber, 
stone or other material necessary for the construction of the 
road or its appurtenances, or for effecting transportation 
thereon. 

See notes to sec. 21 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. u. Crossing roads and water courses. The said com- 
pany shall have the right, when necessary, to construct the 
road, or any branch thereof, across or along any public road 
or water course; Provided, That the said road and the naviga- 
tion of such water course shall not be thereby obstructed. 

See notes to sec. 22 of charter of Nashville, Chattanooga fc St. Louis 
Railway, ch. 1, herein. 

SEC. 15. Condemnation for right of way. When any land 

or right of way may be required by the said company for the 
purpose of constructing their road, and, for want of agreement 
as to the value thereof, or for any other cause, the same can- 
not be purchased from the owner or owners, the same may be 
taken at a valuation to be made by five commissioners, or a 
majority of them, to be appointed by the probate court of the 
county where some part of the land or right of way is situated, 
and the said commissioners, before they act, shall severally 
take an oath before some justice of the j>eace faithfully and ira- 



220 ORIGINAL CHARTER HUNTSVILLE <fe ELORA BRANCH 

partially to discharge the duty assigned to them. In making 
the said valuation the commissioners shall take into considera- 
tion the loss or damage which may occur to the owner or 
owners in consequence of the land being taken or the right of 
way surrendered, and also the benefit and advantage he, she, 
or they may receive from the erection or establishment of the 
railroad or works, and shall state particularly the nature and 
amount of each, and the excess of loss and damage over and 
above the benefit and advantage shall form the measure of 
valuation of the said land or right of way. The proceedings 
of the said commissioners, accompanied with a full description 
of the said land or right of way, shall be returned under the 
hands and seals of a majority of the commissioners to the 
court from which the commission issued, there to remain on 
record. In case either party to the proceedings shall appeal 
from the valuation to the next session of the court 
granting the commission and give reasonable notice 
to the opposite party of such appeal, the court shall order a 
new valuation to be made by a jury, who shall be charged 
therewith in the same term, or as soon as practicable, and their 
verdict shall be final and conclusive between the parties, unless 
a new trial shall be granted, and the land or right of way so 
valued by the commissioners or jury shall vest in the said com- 
pany in fee simple so soon as the valuation may be paid, or, 
when refused, may be tendered. When there may be an ap- 
peal as aforesaid from the valuation of commissioners by either 
of the parties, the same shall not prevent the works intended 
to be constructed from proceeding, but when the appeal is by 
the company requiring the surrender, they shall be at liberty 

to proceed in their works only on condition, by 
Appeal bonds. . . , 

giving to the opposite party a bond, with good 

security, to be approved by the clerk of the court, when the 
valuation is returned in a penalty equal to double the said 
valuation, conditioned for the payment of said valuation and 
interest, in case the same be sustained, and, in case it be re- 
versed, for the payment of the valuation thereafter to be made 
by the jury and confirmed by the court; Provided, That when 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 221 

the hind cannot be had by gift or purchase, the Gyrations of 
the work are not to he hindered or delayed during the |>endency 
of any proceedings to assess its value as aforesaid, nor shall 
any injunction or supersedeas be awarded by any judge or court 
to delay the progress of said work. 

For full discussion of this section, see notes to section 24 of the char- 
ter of Nashville, Chattanooga & St. Louis Railway, chapter 1, herein. 

SEC. 16. In absence of contract, right of way one hundred 

feet, When. In the absence of any contract with the said com- 
pany in relation to land through which the said road may pass, 
signed by the owner thereof, or by his agent, or claimant or 
person in possession thereof, which may be continued by the 
owner, it shall be presumed that the land upon which the said 
road may be constructed, together with a space of one hundred 
feet on each side of the center of said road, has been granted 
to the company by the owner thereof, and the company shall 
have good right and title thereto, and shall have, hold, and 
enjoy the same as long as the same be used only for the pur- 
poses of the road, and no longer, unless the })erson or persons 
owning the said land at the time that part of the road which 
may be on said land was finished, or those claiming under him, 
her, or them, shall apply for an assessment for the valuation 
of said lands, as hereinbefore directed, within tive years next 
after that part of said road was finished. And, in case the said 
owner or owners, or those claiming under him, her, or them, 
shall not apply for such assessment within five years When claiins 
next after the said part was finished, he, she, or they are barred - 
shall be forever barred from recovering the said land or hav- 
ing any assessment or compensation therefor, provided nothing 
herein contained shall affect the right of feme* covert or in- 
fants until two years after the removal of their respective dis- 
abilities. 

See notes to sec. 25 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 17. Obstructing or damaging road, bridge, or vehicle; 

punishment. If any jwrson shall willfully and maliciously de- 
stroy, or in any manner hurt, damage, or obstruct the said 



222 ORIGINAL CHARTER HUNTSVILLE & ELORA BRANCH 

railroad, or any bridge, or any vehicle used for or in the trans- 
portation thereon, such person or persons so offending shall be 
liable to be indicted therefor, and, on conviction, shall be im- 
prisoned not more than six months nor less than one month, 
and pay a fine of not less than twenty dollars, and shall be fur- 
ther liable to pay all the expenses of repairing the same; and 
it shall not be competent for any person so offending against 
the provisions of this clause to defend himself by pleading or 
giving in evidence that he was the owner, or agent or servant 
of the owner, of the land when such destruction, hurt, damage, 
injury, or obstruction was done, at the time the same was 
caused or done. 

See notes to sec. 27 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 18. Obstruction a public nuisance. Every obstruction 
to the safe and free passage of vehicles on the said road shall 
be deemed a public nuisance, and may be abated as such by an 
officer, agent, or servant of the company, and the person caus- 
ing such obstruction may be indicted and punished for erecting 
a public nuisance. 

See notes to sec. 28 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 19. Storage Charges allowed, When. The said com- 
pany shall have the right to take at the storehouses they may 
establish or annex to their railroad, all goods, wares, merchan- 
dise, and produce intended for transportation, prescribe the 
rules, priority, and charge and receive such just and reasonable 
compensation for storage as they, by rules, may establish (which 
they shall cause to be published), or as may be fixed by agree- 
ment with the owner, which may be distinct from the rates of 
transportation; Provided, That the said company shall not 
charge or receive storage on goods, wares, merchandise, or 
produce which may be delivered to them at their regular de- 
positories for immediate transportation, and which the company 
may have the power of transporting immediately. 

See notes to sec. 29 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 



NASHVILLE, CHATTANOOGA 4 8T. LOUIS RAILWAY. 223 

SEC. 20. Crossings Of roads and lands. Whenever, in the 
construction of said road, it shall be necessary to cross or in- 
tersect any established road or way, it shall be the duty of the 
company to construct said road across such established road or 
way so as not to impede the passage or transportation of per- 
sons or projHjrty along the same, or when it shall be necessary 
to pass through the land of any individual, it shall be their 
duty to provide for such individual a proper wagon way or 
ways across said road from one part of his land to the other. 

See notes to sec. 32 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 21. Additional powers. The said company shall pos- 
sess such additional powers as may be convenient for the due 
and successful execution of the powers granted in this charter, 
and for the successful construction and management of the work. 

. See notes to sec. 33 of charter of Nashville, Chattanooga fe St. Louis 
Railway, ch. 1, herein. 

SEC. 22. Charter, hOW amended. This charter shall be 
amendable, from time to time, by the legislature, whenever the 
president and directors shall unanimously petition for amend- 
ments, specifying in the j>etition the nature of such amend- 
ments; and when such amendments shall be adopted by the 
legislature, and submitted to the directory, and be accepted 
and adopted unanimously by the president and directors, they 
shall be obligatory on the stockholders, and not otherwise. 

See notes to sec. 34 of charter of Nashville, Chattanooga & St. Louis 
Railway, ch. 1, herein. 

SEC. 23. Road to commence and be completed, when. The 

railroad authorized by this act shall be commenced within six 
months after the passage of this act, and shall l>e finished 
within two years thereafter; otherwise the charter hereby 
granted shall be void. 

SEC. 24. May dispose of road, franchises, etc. Be it fur- 
ther enacted, That said company may sell, alien, and convey, 
lease or farm out their rights of transportation to said road, 
their franchise, roadbed, railway, depots, rolling stock, and 
all rights, easements, and immunities, to any other corporation, 



224 DEED TO HUNTSVILLE & ELORA BRANCH 

whether resident or nonresident, whether incorporated by the 
laws of Alabama or those of any other state, upon a majority 
of the stockholders, at a meeting to be called by the directors 
of said company, upon five days' notice, authorizing the same 
to be done, and upon such authorization the president and 
directors shall have the power to make such sale, lease, or 
assignment, and execute proper conveyances therefor; and the 
purchaser shall be entitled to all the rights, franchises, and 
immunities of the corporation hereby incorporated under this 
act. (Acts Ala., 1886-7, No. 163, p. 289; passed February 
8, 1887.) 



CHAPTER XVI. 

% 

DEED TO AND ACTS RELATING TO HUNTSVILLE & ELORA 
RAILROAD. 

HUNTSVILLE & ELORA RAILROAD Co. ) 

TO Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. ) 

This indenture, made and entered into this twenty-eighth day 
of October, A.D. 1887, by and between the Huntsville & Elora 
Railroad Company, a corporation chartered and doing business 
under the laws of the State of Alabama, of the first part, and 
the Nashville, Chattanooga & St. Louis Railway, a corporation 
chartered and doing business under the laws of the State of 
Tennessee, of the second part, witnesseth that, for and in con- 
sideration of the covenants and agreements hereinafter set out, 
to be done and performed by the party of the second part, the 
said party of the first part does hereby bargain, sell, alien, and 
convey unto the party of the second part, its successors and 
assigns, all of its lines of railway, sidings, stations, depots, 

depot grounds, rights of way, real estate, roadbed, 
chfses S 'etc!? and all of its emoluments, easements, franchises, 

and all rights, privileges, and immunities held, 
owned, or obtained by it under its charter granted by the gen- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 225 

eral assembly of the State of Alabama, on the eighth day of 
February, 1887, its said lines of railway being described as 
follows, to wit: Beginning at the city of Huntsville, in Madi- 
son county, State of Alabama, and running northeasterly 
through the villages of Belle Factory, New Market, and Plevna, 
in said county and state, to the village of Elora, a station on 
the Winchester and Alabama branch of the Nashville, Chatta- 
nooga & St. Louis Railway, in the county of Lincoln, State of 
Tennessee, being a distance of twenty-six and a half miles, more 
or less, with an average right of way of one hundred feet, more 
or less. The said road has only been partially graded between 
Huntsville and Elora. 

To have and to hold unto the said Nashville, Chattanooga & 
St. Louis Hallway, its successors and assigns, forever, all the 
above described property, together with the tenements, here- 
ditaments, and appurtenances thereto belonging or in anywise 
appertaining as above described and set forth. 

And the said party of the first part, in consideration of 
the premises, hereby covenants that it is seized and possessed 
of said properties, and has a full right to convey the same, 
and that the title to the same is free and unincumbered, except 
as hereinafter set out, and it will forever warrant and defend 
the title hereby conveyed from the legal claims of all persons 
whatsoever. 

It is understood, however, that certain rights of way herein 
conveyed were made directly to the party of the second part 
by the consent of both parties heretofore, and it is not intended 
hereby to warrant these titles; and the party of the second part, 
in consideration of the premises, has paid the party of the first 
part one dollar, the receipt whereof is hereby acknowledged by 
said party of the first part, and in further con- Consldera . 
sideration hereby covenants to and with the party tlon - 
of the first part to at once complete the construction of said 
lines of railway from Huntsville to Elora, as altove described, 
making it a standard gauge road of the same gauge of said 
party's main line, and to complete and equip the same as a 
railway, and to operate the same by running freight and pas- 
is 



226 ACTS RELATING TO HUNTSVILLE & ELORA BRANCH 

senger trains thereon, and to run at least one through passenger 
coach daily between Nashville and Huntsville, and without un- 
avoidable delay. 

In witness whereof the said parties have caused their proper 
officers to affix their corporate names and seals hereto, the day 
and date first above mentioned. 

THE HUNTSVILLE & ELORA RAILROAD COMPANY, 

OSCAR R. HUNDLEY, Sec. By G. M. FOGG, President. 

The above deed was properly acknowledged and registered in the 
office of the judge of probate court of Madison county, Alabama, deed 
N N N, p. 581. 

Rights and privileges granted Huntsville & Elora Railroad 
through Madison County, Alabama. 

SECTION 1. That the Nashville & Chattanooga Railroad Com- 
pany be, and they are hereby, authorized to construct their 
road through the northern portion of Jackson county, in this 
state, and that they shall have and enjoy all the rights, privi- 
leges, and immunities, and be subject to such restrictions, as are 
granted to and imposed upon said company by the act incor- 
porating the same, as far as said railroad lies in the county of 
Jackson, on the express condition, however, that any railroad 
company now chartered or which may hereafter be chartered 
in this state, shall have the right to connect their road directly 
with the said Nashville & Chattanooga Railroad at any point 
on it in the county of Jackson aforesaid. 

The above section is set out, as it is referred to in the fourth section, 
which relates to the Huntsville & Elora Railroad. Sections 2 and 3 of 
this act have no bearing, and hence are omitted. 

SEC. 4. Whereas, the Nashville, Chattanooga & St. Louis 
Railway, formerly the Nashville & Chattanooga Railroad Com- 
pany, has constructed a road from Elora, in the State of Ten- 
nessee, to Huntsville, in the county of Madison, State of 
Alabama; Therefore be it further enacted by the General As- 
setnbfy, That said Nashville, Chattanooga & St. Louis Railway 
shall have and enjoy all the rights, privileges, and immunities 
granted in section one of this act, so far as said Nashville, Chatta- 
nooga & St. Louis Railway lies within the county of Madison. 
(Acts Ala., 1888-89, p. 443; approved February 19, 1889.) 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 227 



CHAPTER XVII. 

THE NASHVILLE <fr TUSCALOOSA RAILROAD COMPANY. 
(CENTREVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On July 29, 1880, a contract was entered into between 
the Nashville, Chattanooga & St. Louis Railway and the Nash- 
ville & Tuscaloosa Railroad Company, by the terras of which 
the former company agreed to extend the road of the latter 
company from Graham station to a point on the north bank of 
Duck river, opposite Centreville, Tenn., a distance of about 
thirteen miles. The road from Dickson to Graham station had 
already been constructed. In consideration, the Nashville & 
Tuscaloosa Railroad Company agreed to convey to the Nash- 
ville, Chattanooga & St. Louis Railway, in fee simple, all of 
its railroad from Dickson, Tenn., to Centreville, Tenn., to- 
gether with all its charter rights, privileges, franchises, equip- 
ments, appurtenances, etc. The road was to be constructed as 
a narrow gauge railroad. 

Under and by virtue of this contract, the Nashville, Chatta- 
nooga & St. Louis Railway built the road as provided therein, 
and, on March 13, 1883, the Nashville & Tuscaloosa Railroad 
Company conveyed to it, in conformity with the agreement 
above set out, all of its railroad, beginning at the junction of 
said road with the Nashville, Chattanooga & St. Louis Railway, 
and extending in a line to Centreville, in Hickman county, 
Tenn., a distance of about thirty-four miles of completed road, 
together with all and singular the appurtenances, rights, fran- 
chises, etc., thereof, a deed to which was duly acknowledged 
and registered in the register's office of Hickman county, in 
trust deed l>ook No. 2, pp. 552-554. Said deed is also inserted 
herein. See next chapter. 



228 ABSTRACT OF TITLE TO CENTRE VILLE BRANCH 

Under and by virtue of the same contract, the Nashville, 
Chattanooga & St Louis Railway subsequently extended the 
said road from Centreville to a point on the line separating 
Lewis county from Hickman county, a distance of about thir- 
teen miles, and, on June 20, 1884, the Nashville & Tuscaloosa 
Railroad Company, in pursuance of said agreement, deeded to 
the Nashville, Chattanooga & St. Louis Railway that part of 
the road from Centreville to a point on the line separating 
Lewis county from Hickman county, a distance of about thir- 
teen miles, as above explained, together with all the rights, 
franchises, privileges, appurtenances, etc., appertaining thereto, 
a deed to which was duly acknowledged and registered in the 
register's office of Hickman count v, in trust deed book No. 3, 

O tf * 

pp. 60-62. Said deed is also inserted herein. See next 
chapter. 

1. This last conveyance reached a point about a mile from Kimmins, 
in Lewis county. 

2. Road from Kimmins to Minnie, on Allen's creek. The road from 
Kimmins, in Lewis county, to Minnie, on Allen's creek, in Wayne 
county, a distance of eighteen miles, was built by the Southern Iron 
Company, and sold to the Nashville, Chattanooga & St. Louis Railway 
on the twenty-fourth day of September, 1892, a deed to which is regis- 
tered in the register's office of Lewis county, in book I, p. 495; in Wayne 
county, in book T, p. 50. Said deed is also inserted herein in next 
chapter. 

3 . Road from Centreville to Swan creek, in direction of Duck river 
phosphate mines. The road from Centreville to Swan creek, in the 
direction of the Duck river phosphate mines, was built by the Nashville, 
Chattanooga & St. Louis Railway, so as to connect at Swan creek with 
the road built by the said phosphate company from their mines to said 
point. This extension was made under Acts 1895, ch. 152, p. 314, allow- 
ing lateral roads to be built to mines, quarries, etc., if not exceeding 
eight miles. The rails, etc., on the road built by the Duck River Phos- 
phate Company from their mines to Swan creek are owned by the Nash- 
ville, Chattanooga & St. Louis Railway. 

4. Gauge changed, when. When the above purchased roads were 
secured they were narrow gauge. The Nashville, Chattanooga & St. 
Louis Railway subsequently changed them to broad gauge in June, 1894. 

5. Legality of purchase. The purchase of the above roads was legal 
under the acts of Tennessee, 1871, ch. 69, which superseded the acts of 
1871, ch. 23. 

6. Road from Lyles to Warner. The road from Lyles to Warner is 
not owned by the Nashville, Chattanooga & St. Louis Railway, though 
the rails, etc., on said road are owned by the Nashville, Chattanooga & 
St. Louis Railway. 

What franchises, etc., passed under this sale. in addition 

to the railroad, appurtenances, equipments, lands, depots, 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 229 

bridges, etc., therein conveyed, the deeds sj>ecifically trans- 
ferred and conveyed all the rights, privileges, and franchises 
contained in the charter of the said Nashville & Tuscaloosa 
Railroad Company. For the enumeration of said franchises, 
rights, etc., see charter of Nashville & Tuscaloosa Railroad 
Company further on in this chapter, and the deed from the 
Southern Iron Company to the Nashville, Chattanooga & St. 
Louis Railway, of that part of the road from Kimmins to Min- 
nie, which deed is set out in the succeeding chapter. 

Width Of right Of way. The charter of the Nashville & 
Tuscaloosa Railroad Company was granted under the general 
acts of the legislature of the State of Tennessee, as set out in 
Acts of 1875, ch. 142, sec. 6. In this charter there is no clause 
granting any specified number of feet as a right of way, in the 
absence of any contract with the original landowner, as is pro- 
vided in most of the charters granted by xpecial acts. Sec. 9 
of the charter provides, however, that the said company shall 
have the right to appropriate, as an easement, a right of way 
not exceeding two hundred feet, one hundred feet on each side 
of the center line of said road, over the land of any person 
through which the line of track may be located. Under this 
section, the Nashville & Tuscaloosa Railroad Company could 
have originally condemned any number of feet, up to and in- 
cluding two hundred, for a right of way. Whatever number 
of feet was originally condemned, however, would now be 
binding upon the Nashville, Chattanooga & St. Louis Railway. 
Should no condemnation have been had at all, then the entry 
and construction of the road would be regarded as an uppro- 
pr'udion of so much of the land as the law authorized, which is 
two hundred feet, and the Nashville, Chattanooga & St. Louis 
Railway, as the lawful purchaser thereof, would l>e entitled to 
that numl>er of feet. 3 Lea (Tenn. ), 478. On that part of 
the road from Kimmins to Minnie, which was conveyed to the 
Nashville, Chattanooga & St. Louis Railway by the Southern 
Iron Company, the right of way is fifty feet on each side of the 
center of the road, as will appear from said deed, and which 
deed is set out in the next chapter. 



230 ORIGINAL CHARTER OF CENTREVILLE BRANCH 

1. It is probable that the statute of limitations would run against the 
railway on this line of road, under the charter of the Nashville & Tusca- 
loosa Railroad Company, if adjoining landowner is allowed to use and 
occupy adversely a part of the two hundred feet. The same is doubt- 
less true of that part of the road conveyed by the Southern Iron Com- 
pany. 

2. In considering this question, however, regard must be had to the 
Acts of Tenn., 1849-50, ch. 266, sec. 3, which provided that all branches 
of the Nashville & Chattanooga Railroad Company, as may be made, 
shall have all the rights and privileges and be placed in all respects on 
the same footing, as the Nashville & Chattanooga Railroad Company. 

3. For full discussion of this subject, together with right of taking 
more than two hundred feet, see Eminent Domain, herein. Refer to 
index. 

ORIGINAL CHARTER OF NASHVILLE & TTJS- 
CALOOSA RAILROAD COMPANY. 

(Chartered under General Acts 1875, ch. 142.) 

SECTION i. Incorporation, name, route, general powers. 

Be it known, That E. F. Falconnet, L. S. Goodrich, G. H. 
Nixon, J. H. Moore, W. B. Russell are hereby constituted a 
body politic and corporate by the name and style of the "Nash- 
ville & Tuscaloosa Railroad Company," for the purpose of con- 
structing a railroad from a point on the Nashville & Northwest- 
ern Railway at or near Burns Station, or at or near any other 
convenient station or point on said railway, through the town 
of Centreville, Hickman county, and through the town of Law- 
renceburg, Lawrence county, to a point on the northern bound- 
ary of the State of Alabama in the direction of Florence, North 
Alabama. 

1. Charter amended, may change termini. By Acts Tenn., 1887. ch. 
39, sees. 1, 2. all railroad companies chartered under the general laws 
were authorized to chauge either terminus before final completion. See 
act itself for method. 

2. Hy Acts 1889, ch. 158, all railroad companies chartered under the 
general laws were allowed to build branch roads. See act itself for 
method. 

3. Hy Acts 1879, ch. 156, p. 199, it was provided that the state revenue 
collected and to be collected in Hickman county for the years 1878 and 
1879 should be remitted in order that the people could complete this 
road to Centreville. 

4. The charter of this company was amended, as will appear from the 
secretary of state's office, so as to enable the company to increase its 
capital. 

SEC. 2. General powers (Continued). The general powers 
of this corporation are, to sue and be sued by the corporate 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 231 

name, to have and use a common seal, which it may alter at 
pleasure; if no common seal is used, then the signature of the 
name of the corporation, by any duly authorized officer, shall 
be legal and binding; to purchase and to hold or receive by 
gift, in addition to the personal property owned by said cor- 
poration, any real estate necessary for the transaction of the 
corporate business, and also to purchase and accept any real 
estate in payment, or part payment, of any debt due to the 
corporation, and sell realty for corporation purposes; to estab- 
lish by-laws and make all rules and regulations not inconsistent 
with the laws and the constitution deemed expedient for the 
management of corporate affairs; to appoint such subordinate 
officers and agents, in addition to president and secretary and 
treasurer, as the business of the corporation may require, des- 
ignate the name of the office and fix the compensation of the 
officers. 

SEC. 3. Special provisions. A failure to elect officers at the 
proper time does not dissolve the corporation, but those in 
office hold until the election or appointment and qualification of 
their successors. The term of all officers may be fixed by the 
by-laws of the corporation, the same not to extend beyond two 
years. This corporation may, by by-laws, make regulations 
concerning subscription for or transfer of stock, fix upon the 
amount of capital to be invested in the enterprise, the division 
of the same into shares, the time required for payment thereof 
by the subscribers for stock, the amount to be called for at any 
one time, and, in the amounts thus called, a right of action 
shall exist in the corporation to sue any defaulting stockholder 
for the same. 

SEC. 4. Directors, quorum, bOOkS. The board of directors 
of the Nashville & Tuscaloosa Railroad Company shall consist 
of five members, to be elected either in jx3rson or by proxy, 
by a majority of the votes cast, each share of stock represent- 
ing one vote; shall keep a full and true record of all their pro- 
ceedings, and an annual statement of all receipts and disburse- 
ments shall be copied on the minutes, subject, at all times, to 
the inspection of any stockholder. The books of the Nashville 



232 ORIGINAL CHARTER OF CENTREVILLE BRANCH 

& Tuscaloosn Railroad Company shall show the original and 
subsequent stockholders, their respective interests, the amount 
which has been paid on the shares subscribed, the transfer of 
stock, by and to whom made; also other transactions in which 
it is presumed a stockholder or creditor may have an interest. 

SEC. 5. Unpaid StOCk. The amount of any unpaid stock 
due from a subscriber to the corporation shall be a fund for 
the payment of any debts due from the corporation, nor shall 
the transfer of stock of any particular stockholder or sub- 
scriber relieve him from payment, unless his transferee has 
paid up all or any of the balance due on said original sub- 
scription. 

SEC. 6. Express and implied powers. By no implication or 
construction shall the Nashville & Tuscaloosa Railroad Com- 
pany be deemed to possess any powers except those hereby 
expressly given or necessarily implied from the nature of the 
business for which the charter is granted, and by no inference 
whatever shall this corporation possess the power to discount 
notes or bills, deal in gold or silver coin, to issue any evidence 
of indebtedness as currency, buy and sell any agricultural 
products, deal in merchandise, or engage in any business out- 
side of the purpose of this charter. 

SEC. 7. Charter may be repealed or amended. The right is 

reserved to repeal, annul, or modify this charter. If it is re- 
pealed, or if the amendments proposed, being not merely aux- 
iliary, but fundamental, are rejected by a vote representing 
more than half of the stock, the corporation shall continue to 
exist for the purpose of winding up its aifairs, but not to enter 
upon any new business. If the amendments or modifications, 
being fundamental, are accepted by the corporation as aforesaid, 
in a general meeting to be called for that purpose, any minor 
or married woman, or other person under disability, or any 
stockholder not agreeing to the acceptance of the modification, 
shall cease to be a stockholder, and the corporation shall be 
liable to pay said withdrawing stockholders the par value of 
their stock, if it is worth so much; if not, then so much as may 
be its real value in the market on the day of the withdrawal of 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 233 

said stockholders as aforesaid; Provided^ That the claims of 
all creditors are to be paid in preference to said withdrawing 
stockholders. 

SK . s. Directors, quorum of, may borrow money, issue 

bonds, mortgages, etc. A majority of the board of directors 
of the Naslrville & Tuscaloosa Railroad Company shall consti- 
tute a quorum, and shall fill all vacancies until the next elec- 
tion. The first board of directors of this company shall consist 
of the five original corporators who have applied for this char- 
ter. The Nashville & Tuscaloosa Railroad Company shall have 
the right to borrow money and issue notes or bonds upon the 
faith of the corporate property, and also to execute a mortgage 
or mortgages as further security for the payment of money 
thus borrowed. 

SEC. 9. Condemnation of right of way two hundred feet. 

The said Nashville & Tuscaloosa Railroad Company shall have 
the right, in pursuance of the general law authorizing the con- 
demnation of private property for works of internal improve- 
ment, as set forth in 1325-134:8 in the code (both inclusive), 
to appropriate, as an easement, the right of way, not exceeding 
two hundred feet, one hundred feet on each side of the center 
line of said road, over the land of any person through which 
the line of the track may be located. The sections of the code, 
1325-1348, read as follows: 

SEC. 10 (1325). Land may be taken, hOW. Any person or 
corporation authorized by law to construct any railroad, turn- 
pike, canal, tollbridge, road, causeway, or other work of inter- 
nal improvement to which the like privilege is conceded, may 
take the real estate of individuals not exceeding the amount 
prescribed by law, or by the charter under which the person 
or corporation acts, in the manner and upon the terms herein 
provided. (Iowa code, 1851, g 759.) 

1. The right to take land under the power of eminent domain is not 
restricted by any disability of the owner, who is entitled to demand and 
receive the value of the property, but must show title. 3 Head (Tenn.), 
63-65. 

2. By Acts Tenn.. 1885, ch. 135, the operation of this and succeeding 
sections was extended so as to apply and include the condemnation and 
taking of the property, privileges, rights, and easements of private cor- 
porations. 



234 ORIGINAL CHARTER OF CENTRE VILLE BRANCH 

3. By Acts 1889, p. 447 (Shannon's code, 1879), it was made unlawful 
to construct or use any steam railway on any county road or highway 
without the consent of county court, to be granted in the method 
therein set out. 

SEC. 11 (1326). Proceedings, petition, etc. The party seek- 
ing to appropriate such lands shall file a petition in the circuit 
court of the county in which the land lies, setting forth in sub- 
stance (1) the parcel of land a portion of which is wanted, and 
the extent wanted, (2) the name of the owner of such land, or, 
if unknown, stating the fact, (3) the object for which the land 
is wanted, (4) a prayer that a suitable portion of land may be 
decreed to the petitioner and set apart by metes and bounds. 
(Iowa code, 1851, 760.) 

Petition need not be sworn to. 

SEC. 12 (1327). Notice to Owner. Notice of this petition 
shall be given to the owner of the land, or, if a nonresident of 
the county, to his agent, at least five days before its presenta- 
tion. 

SEC. 13 (1328). Where owner nonresident. if the owner 

is a nonresident of the state, or unknown, notice shall be given 
by publication as provided in this code in similar cases in chan- 
cery. 

SEC. 14 (1329). Proceedings only bind parties. All parties 

having any interest in any way in such land may be made de- 
fendants, and the proceedings w r ill only cover and affect the 
interest of those who are actually made parties, unoorn remain- 
dermen being, however, bound by proceedings to w r hicb all 
living persons in interest are parties. 

Tenants for life, years, and reversioners are interested parties, and 
must be compensated. 2 Head, 65, 176. 

SEC. 15 (1330). Writ of inquiry of damages. After the 

requisite notice has been given, if no sufficient cause to the con- 
trary is shown, the court shall issue a writ of inquiry of dam- 
ages to the sheriff, commanding him to summon a jury to in- 
quire and assess the damages. (Iowa code, 1851, 763.) 

SEC. 16 (1331). Clerk to issue writ, sheriff to summon 

jury. By consent of parties, or on application of the plaintiff, 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 235 

unless objection is made by the defendant, the writ of inquiry 
may be issued by the clerk of the court, after service of notice, 
on which the sheriff will summon the jury. 

SEC. 17(1332,. Jury to be disinterested. The jurors shall 
not be interested in the same, or a similar question, and shall 
possess the qualifications of other jurors, and may be nominated 
by the court, selected by consent of parties, or summoned by 
the sheriff. 

SEC. 18 (1333). Failure tO attend. If named by the court, 
and the persons named are unable to attend when summoned, 
the place of such persons shall be supplied by the sheriff. 

SEC. 19 (1334). Number of jurors, challenges. The jury 

will consist of five persons, unless the parties agree upon a 
different numl>er; and either party may challenge for cause, 
or peremptorily, as in jother civil cases. 

See 11 Heis., 56; 12 Heis., 56, 57. 

SEC. 20 (1335). Notice Of taking inquest. The sheriff shall 
give the parties or their agents, if residents of the county, 
three days' notice of the time and place of taking the inquest, 
unless the time has been fixed by the order of the court. (Iowa 
code, 1851, 771.) 

SEC. 21 (1336). Jury to be sworn by sheriff. The jury, 

before proceeding to act, shall be sworn by the sheriff, fairly 
and impartially , without favor or affection, to lay off by metes 
and bounds the land required for the proposed improvement, 
and to inquire and assess the damages. 

SEC. 22 (1337). Examine ground and assess damages. - 

The jury will then proceed to examine the ground and may 
hear testimony, but no argument of counsel, and set apart by 
metes and bounds a sufficient quantity of land for the purposes 
intended, and assess the damages occasioned to the owner 
thereby. (Iowa code, 1851, 768.) 
See 3 Lea, 482. 

SEC. 23 (1338). Damages, how estimated. In estimating 

the damages, the jury shall give the value of the land without 
deduction, but incidental benefits wli-idi mav result to the owner 



236 ORIGINAL CHARTER OF CENTRE VILLE BRANCH 

by reason of the proposed improvement may be taken into con- 
sideration in estimating the incidental damages. 

For full .discussion of this, see Eminent Domain, herein. Refer to 
index. 

SEC. 24: (1339). Report returned in writing. The report 

of the jury shall be reduced to writing, signed by a majority of 
the jurors, delivered to the sheriff, and by him returned into 
court. 

SEC. 25 (1340). Confirmation Of report. If no objection is 
made to the report, it is confirmed by the court, and the land 
decreed to the petitioner, upon payment to the defendants, or 
to the clerk for their use, of the damages assessed, with costs. 
(/&., 775, modified.) 

SEC. 26 (1341). Exceptions to report and new writ. Either 

party may object to the report of the jury, and the same may, 
on good cause shown, be set aside, and new writ of inquiry 
awarded. (Act 1849-50, ch. 72, sec. 5.) 

SEC. 27 (1342). Appeal, new trial. Either party may also 
appeal from the finding of the jury, and, on giving security for 
the costs, have a trial anew before a jury in the usual way. 
(/#., modified.) 

SEC. 28 (1343). Costs against appellant, when not. if the 

verdict of the jury, upon the trial, affirms the finding of the 
jury of inquest, or is more unfavorable to the appellant than 
the finding of such jury, the costs shall be adjudged against 
such appellant; otherwise the court may award costs as in 
chancery cases. (/.) 

SEC. 29 (1344). Appeal does not suspend work, how. The 

taking an appeal does not suspend the operations of the peti- 
tioner on the land, provided such petitioner will give bond with 
good security, to be approved by the clerk, in double the 
amount of the assessment of the jury of inquest, payable to 
the defendant, and conditioned to abide by and perform the 
final judgment in the premises. 

SEC. 30 (1345). Preliminary surveys, damages. A person 

or company actually intending to make application for the priv- 
ileges herein contemplated, and entering- upon the land of an- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 237 

other for the purpose of making the requisite examinations and 
surveys, and doing no unnecessary injury, is liable only for the 
actual damage done; and, if sued in such case, the plaintiff 
shall recover only as much costs as damages. (Iowa code, 
1851, 778.) 

SEC. 31 (1346). Damages to be prepaid, or bond on appeal. 

No person or company shall, however, enter upon such land 
for the purpose of actually occupying the right of way until 
the damages assessed by the jury of inquest and the cost have 
been actually paid; or, if an appeal has b?en taken, until the 
bond has been given to abide by the final judgment as before 
provided. 

See 6 Cold., 162; 7 Heis, 518; 13 Lea, 671. 

SEC. 32 (1347). Owner may have inquest or sue for dam- 
ages, When; proceedings. If, however, such person or com- 
pany has actually taken possession of such land, occupying it 
for the purpose of internal improvement, the owner of such 
land may petition for a jury of inquest, in which case the same 
proceedings may be had, as near as may be, as hereinbefore 
provided, or he may sue for damages in the ordinary way, in 
which case the jury shall lay off the land by metes and bounds 
and assess the damages, as upon the trial of an appeal from the 
return of a jury of inquest. 

See 2 Head, 65, 174; 3 Lea, 480; 13 Lea, 670. 

SEC. 33 (1348). Limitation of proceedings by owner. The 

owners of land shall, in such cases, commence proceedings 
within twelve months after the land has been actually taken 
possession of and the work of proposed internal improvement 
begun, saving, however, to unknown owners and nonresidents 
twelve months after actual knowledge of such occupation, not 
exceeding three years, and saving to persons under disabilities 
of infancy, coverture, and unsoundness of mind twelve months 
after such disability is removed, but not exceeding ten years. 
See 13 Heis., 623. 

SEC. 34. Gauge, Charges, highways. The Nashville & Tus- 
caloosa Railroad Company is authorized to adopt a gauge of 



238 ORIGINAL CHARTER OF CENTREVILLE BRANCH 

three feet or any other gauge that they may prefer. The 
charge of transportation shall not exceed twenty-five cents per 
hundred pounds on heavy articles and ten cents per cubic foot 
on articles of measurement for every hundred miles trans- 
ported, and four cents per mile for every passenger, with 
power to make special contracts with shippers on their roads 
in regard to rate of freights so as not to exceed the amounts 
herein designated. The line or track of the road shall be so 
constructed as not to interfere with convenient travel of the 
public along the highways, county roads, streets, and alleys of 
cities, towns, and villages, and so as to allow carts, wagons, 
carriages, and other vehicles conveniently and safely to pass 
over or under the line or track, and so as not to interrupt 
traveling on foot or horseback, or in vehicles of any kind, from 
the necessary and proper use of the public road, street, or 
alley in the usual and proper mode of convenience. 

By Acts 1885, ch. 20, all railway companies were authorized to adopt 
and alter at pleasure their gauge. 

SEC. 35. Crossings, Signboards. Boards well supported 
by posts, or otherwise, shall be placed and constantly kept 
across each public road, when the same is crossed on the same 
level with the track of the railway, the boards to be elevated 
so as not to obstruct travel, and on each side of said board 
there shall be printed, in large letters, easily seen by the trav- 
eler, the words, "Railroad Crossing Lookout for the Cars." 
Said boards need not be put up in the crossings of streets and 
alleys in cities, towns, and villages, but this railroad company 
shall be subject to such proper regulations made by municipal 
authorities, in pursuance of general municipal powers regulat- 
ing speed, pullages and flagmen in such municipalities and at 
crossings; where there are sidings and switches, the whistle 
shall always be blown at a distance of not less than two hundred 
and fifty yards from every crossing of a public road. When 
land on both sides of the track is owned by the same propri- 
etor, convenient crossings shall be made and kept up at the 
expense of this corporation for the use of said proprietor, and 
the necessary cow-gaps made. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 239 

SEC. 36. Regulations for running trains, fare must be paid. 

The board of directors shall fix the regular times for the 
running of trains for the trans|>ortation of passengers and prop- 
erty, and shall furnish sufficient accommodation for their safe, 
comfortable, and convenient transportation, and shall take, 
transport, and discharge such passengers and property at, from, 
and to such places on the due payment of freights, tolls, and 
fare legally authorized to be charged therefor, and in case of 
the refusal of this corporation, their officers, or agents, to take 
and transport any passenger, or property, or to deliver the 
same, or either of them, at the regular and appointed time, 
such corporation shall pay to the party aggrieved all damages 
thereby suffered, with costs of the suit. If any passenger re- 
fuse to pay his toll or fare, the conductor may put him off the 
cars at any station or convenient point where said passenger 
can step on land. 

SEC. 37. Prohibited contracts; must receive freight from 

Other roads. This corporation shall make no contract giving 
any person a preference in the speedy shipment of freights. 
This corporation shall receive on their road full freighted cars 
from other roads of the same gauge, and transport them, with- 
out breaking bulk, to the place of destination, charging for the 
goods, wares, and merchandise thereon no greater rate of 
freight than is charged for similar goods, wares, and merchan- 
dise in their own cars, and return said cars free of charge; 
Provided, The cars so to be received are good and substantial; 
and al*o provided, The distance said wares and merchandise 
are to l>e transported is not less than twenty miles. 

SEC. 38. Officers, directors, capital, shares. The said five 

corporators, viz.: E. F. Falconnet, L. S. Goodrich, G. H. 
Nixon, J. II. Moore, W. B. Russell, shall, within a convenient 
time after the registration of this charter in the office of the 
secretary of state, select from their number a president, secre- 
tary and treasurer, or the last two offices may l>e combined into 
one, and shall not necessarily be stockholders., said president 
and the other corporators to constitute the first board of direct- 
ors. The board of directors of the Nashville <& Tuscaloosa 



24:0 ORIGINAL CHARTER OF CENTREVILLE BRANCH 

Railroad Company may fix the amount of stock of the company 
and the number of shares into which the same may be divided, 
and under their direction subscription books may be opened to 
obtain stock, all other persons having an equal right with said 
original corporators to subscribe for stock until the full amount 
of said stock is subscribed. When a sufficient amount of stock 
is subscribed, notice, personal or by advertisement in a news- 
paper where the principal office of the company is kept, is to 
be given of the time and place for an election of officers. The 
result of all the elections is to be determined by a majority of 
the votes cast, each share to represent one vote. The board of 
directors may at any time increase the capital stock, if the 
necessities of the corporation, in their estimation, require said 
increase. 

SEC. 39. May enter upon private lands. The company, 

by its officers and agents, may enter upon the lands of private 
persons for the purpose of making surveys, estimates, and lo- 
cation of route. 

SEC. 40. Shares of stock personalty. The stock is to be 

impressed with the character of personal property. 

We, the undersigned, apply to the State of Tennessee, by 
virtue of the law of the land, for a charter of incorporation for 
the purposes and with the powers, etc., declared in the fore- 
going instrument. 

Witness our hands, this thirtieth day of May, 1877. 

E. F. FALCONNET, 
G. H. NIXON, 
L. S. GOODRICH, 
J. H. MOORE, 
W. B. RUSSELL. 

The above charter was properly acknowledg-ed and registered in the 
register's office of Hickman county, in book T, p. 261 ; and in secretary 
of state's office, in book A, p. 475. 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 



CHAPTER XVIII. 

DEEDS TO NASHVILLE A TUSCALOOSA RAILROAD AXD ROAD 
FROM KIMMIXS TO MAXNIE, ON ALLEX'S CREEK. 

DEED TO THAT PART OF ROAD FROM DICKSON 
TO CENTRE VILLE. 

NASHVILLE & TUSCALOOSA RAILROAD COMPANY, i 

TO Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. \ 

WHEREAS, A contract was entered into by and between the 
Nashville, Chattanooga & St. Louis Railway and the Nashville 
& Tuscaloosa Railroad Company on the twenty-ninth day of 
July, 1880, providing that the former company should extend 
the Nashville & Tuscaloosa Railroad from Graham station to a 
point on the north bank of Duck river opposite Centreville, 
about thirteen miles, and, in consideration of such extension, 
the Nashville & Tuscaloosa Railroad Company agreed to convey 
in fee simple, all of its railroad from Dickson, Tenn. , to Centre- 
ville, Tenn., together with its rights, franchises, equipments, 
appurtenances, etc., to the Nashville, Chattanooga & St. Louis 
Railroad; and, 

WHEREAS, The said Nashville, Chattanooga & St. Louis 
Railway has complied in every particular with the contract so 
made, and has constructed and completed said extension from 
Graham to a point on the opposite side of Duck river from 
Centreville. Now, therefore, in consideration of the premises, 
the said Nashville & Tuscaloosa Railroad Company hath 
granted, bargained, sold, assigned, transferred, and conveyed, 
and by these presents doth grant, bargain, sell, assign, trans- 
fer, and convey unto the Nashville, Chattanooga & St. Louis 
Railway, and to its successors and assigns forever, all and 
singular that branch of the Nashville, Chattanooga & St. 

16 



242 DEEDS RELATING TO CENTREVILLE BRANCH 

Louis Railway known as the Centreville branch, and formerly 
known as the Nashville & Tuscaloosa Railroad, beginning at the 
junction of said branch and the line of said Nashville, Chatta- 
nooga & St. Louis Railway in Dickson county, State of Ten- 
nessee, and extending in a line to the town of Centreville, in 
Hickman county, in said state, a distance of thirty-four miles 
of completed road, together with all and singular the appur- 
tenances thereof, and all equipments, lands, tracks, lines, rails, 
bridges, erections, fences, walls, fixtures, privileges, rights 
and interests, choses in action, leaseholds, and other things of 
every kind, nature, and character belonging or appertaining to 
said road, and all the tolls, incomes, uses, and profits to be had 
or demanded from the same or any part or proportion thereof, 
and all railway stations and depots, with all appurtenances 
necessary and convenient for the sole, complete, and entire use 
and operation as well as maintenance of the said roads or rail- 
ways, herein conveyed with its equipments, appurtenances, and 
all its other property, real, personal, and mixed, and all the 
Franchises, rights, privileges, and franchises of the said Nash- 
pass ts> e ville & Tuscaloosa Railroad Company pertaining to 

the roads and railways herein conveyed, or any of them, or 
the operation, use, or enjoyment thereof, and also all right to 
use the roadbeds, tracks, sidings, turnouts, and switches con- 
structed at the execution of these presents. 

To have and to hold the said railroads and appurtenances, 
and equipments and estate, property, rights, privileges, fran- 
chises, and interests above conveyed or transferred, or intended 
so to be, together with all and singular the emoluments, in- 
comes, and advantages, tenements, hereditaments, and appurte- 
nances thereto belonging or in anywise appertaining, and the 
reversion or reversions, rents, issues, and profits thereof, unto 
the said Nashville, Chattanooga & St. Louis Railway, its suc- 
cessors and assigns, forever. And the said Nashville & Tusca- 
loosa Railroad Company covenants to and with the said Nash- 
ville, Chattanooga & St. Louis Railway, and its assigns and 
successors forever, that the said premises herein conveyed are 
free and unincumbered, and that it has full right to convey the 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 243 

same, and that it will forever defend the title to the same against 
the lawful claims of any and all parties whatever. 

In witness whereof, the Nashville & Tuscaloosa Railroad 
Company has caused its corporation name to be signed hereto, 
by its president and secretary, this thirteenth day of March, 
1883. [SEAL] JAS. D. PORTER, President. 

J. H. AMBROSE, Secretary. 

The above deed was properly acknowledged and registered in the 
register's office of Hickman county, in trust deed book No. 2, p. 552-54. 

DEED TO THAT PART OF ROAD FROM CENTRE- 

VILLE TO LEWIS COUNTY LINE, 

NEAR KIMMINS. 

NASHVILLE & TUSCALOOSA RAILROAD COMPANY, j 

TO Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. ) 

This indenture, made and entered into this twentieth day of 
June, 1884, by and between the Nashville & Tuscaloosa Rail- 
road Company and the Nashville, Chattanooga & St. Louis 
Railway, both being corporations created and existing under the 
laws of the State of Tennessee, witnesseth: that, 

WHEREAS, Under a contract entered into between the two 
companies, the Nashville, Chattanooga & St. Louis Railway 
have constructed, built, and completed a line of narrow gauge 
railway from Centreville, in Hickman county, to a point on the 
line separating Lewis county from Hickman county, a distance 
of thirteen miles; and, 

WHEREAS, Under the terms of said contract, upon the com- 
pletion of said line of road, the Nashville & Tuscaloosa Railroad 
Company agreed to convey the same in consideration of said 
building and construction thereof by the Nashville, Chatta- 
nooga & St. Louis Railway: 

Now, therefore, in consideration of the premises, the said 
Nashville & Tuscaloosa Railroad Company hath granted, bar- 
gained, sold, and conveyed, and by these presents doth grant, 
sell, and convey, unto the Nashville, Chattanooga & St. Louis 
Railway, its assigns and successors, forever, all and singular 



244 DEEDS RELATING TO CENTREVILLE BRANCH 

that branch of the Nashville, Chattanooga & St. Louis Railway 
known as the Centreville branch, and formerly known as the 
Nashville & Tuscaloosa Railroad at the extension of the same, 
beginning opposite the town of Centreville, in Hickman county, 
upon the north side of Duck river and extending by the way of 
^tna furnace to the southern line of Hickman county separat- 
ing it from Lewis county, a distance of thirteen miles of com- 

/ 

pleted narrow gauge road, together with all and singular the 
appurtenances thereof, all the lands, tracks, lines, rails, bridges, 
ways, rights of way, buildings, erections, fences, walls, fix- 
tures, privileges, rights and interests, real estate, contracts, 
leaseholds, and all other things of every kind, nature, and 
character, belonging or appertaining to said road, or any part 
or portion thereof, and all railway stations and depots with all 
appurtenances necessary and convenient for the sole, complete, 
and entire use and operation, as well as maintenance of said road 
or railway herein conveyed, also all right to use the roadbed, 
tracks, sidings, turnouts, and sw r itches, constructed or to be 
constructed. 

To have and to hold the said railroad and appurtenances, 

Fights, fran- and estate, property, rights, privileges, franchises, 
chises, etc.. J ' 

pass. and interests above conveyed or transferred, or in- 

tended so to be, together with all and singular the emoluments, 
incomes, tenements, and hereditaments and appurtenances 
thereto belonging or in anywise appertaining, and the reversion 
or reversions, rents, issues, and profits thereof, unto the said 
Nashville, Chattanooga & St. Louis Railway and its successors 
and assigns forever, as aforesaid, and the said Nashville & Tus- 
caloosa Railroad Company doth hereby covenant and agree to 
and with the said Nashville, Chattanooga & St. Louis Railway 
that it is the true and lawful owner of said property herein 
conveyed, and has a full right to convey the same, and that the 
same is free and unincumbered, and agrees and binds itself and 
successors forever to forever warrant and defend the title to 
the said property to the Nashville, Chattanooga & St. Louis 
Railway and its successors and assigns, against the lawful claims 
of all parties whatsoever. 



NASHVILLE, CHATTANOOGA & 8T. LOUIS RAILWAY. 245 

In witness whereof, the said Nashville & Tusealoosa Railroad 
Company has caused its president and secretary to affix the 
name of the said company hereto, with its corporate seal, the 
day and date first above written. Erasures and interlineations 
made on first, ninth, twentieth, twenty-first, and twenty-fourth 
line of tirst page were made before signing. 

THE NASHVILLE & TUSCALOOSA RAILROAD COMPANY, 

[SEAL.] By JAS. D. PORTER, President. 

The above deed was properly acknowledged and registered in the 
register's office of Hickman county, in trust deed book No. 3, pp. 60-62. 

DEED OF SOUTHERN IRON COMPANY TO NASH- 
VILLE, CHATTANOOGA & ST. LOUIS RAIL- 
WAY OF ROAD FROM KIMMINS TO 

MANNIE, ON ALLEN'S CREEK. 
WHEREAS, The Southern Iron Company, a corporation char- 
tered by the laws of the State of Alabama, and which said cor- 
poration is now, and has been for some time, doing business in 
the States of Alabama and Tennessee and elsewhere, did, at a 
regular stockholders' meeting, held according to law, at which 
there was present twenty-one thousand five hundred and fifty- 
two shares of the capital stock of twenty-seven thousand shares, 
and all present voting for the following resolution: 

"That, for improving the property of the company and 
thereby permanently increasing its earning capacity, the board 
of directors, by and through the officers of the company, be, 
and they are hereby, authorized and empowered to erect and 
equip three additional furnaces on land now owned by the com- 
pany or to l>e acquired for this purpose, two of said furnaces 
to be located at or near Allen's creek, in Wayne county, Ten- 
nessee, and one on the company's Drouillard property, in 
Dickson county, Tennessee. 

" 2. That, to accomplish this and other purposes hereinafter 
mentioned, the directors be, and hereby are, authorized and 
empowered, in their discretion and as they may deem for the 
best interest of the company, (1) to sell or dispose of this com- 
pany's narrow gauge railroad, extending from /Etna to Allen's 
creek, and make a deed thereto, or to mortgage the same.'' 



24:6 DEEDS RELATING TO CENTREVILLE BRANCH 

I hereby certify the above to be a true copy of an extract 
from the minutes of the stockholders' meeting of the Southern 
Iron Company, held at Huntsville, Ala., on the third day of 
May, 1892, same being entered on page 72 of the minute book 
of the Southern Iron Company. 

[SEAL.] J. A. COOPER, Secretary. 

AND, WHEREAS, in pursuance of said order of the stock- 
holders, the directors of said company did pass the following 
resolution at a meeting of the board of directors of the South- 
ern Iron Company, held August 6, 1892: 

" The proper officers of the company are hereby authorized, 
empowered, and requested 

"2. To sell to the Nashville, Chattanooga & St. Louis Rail- 
way Company, at the price of $125,000 ($100,000 to be paid 
in lawful money and $25,000 in bonds of the Nashville Iron, 
Steel & Charcoal Company), the narrow gauge owned by this 
company, extending from Kimmins, in Lewis county, Tennessee, 
to the Allen's creek mines of the company, in Wayne county, 
Tennessee, and to execute a deed thereto." 

I certify that the above is a correct copy of said resolution, 
and is entered on the minutes of the board of directors of this 
company. THE SOUTHERN IRON COMPANY, 

[SEAL.] By J. A. COOPER, Setfy <& Tres. 

AND, WHEREAS, Said Southern Iron Company has hereto- 
fore built and now owns a railroad beginning at Kimmin, a 
station on said railroad in the county of Lewis, in the State of 
Tennessee, near the southern line of Hickman county, in said 
state, and running from said station to the present terminus of 
said railroad at Mannie mines, on Allen's creek, in Wayne 
county, Tennessee, being a distance of eighteen miles as now 
laid out and constructed, consisting of roadbed, track, rails, 
crossties, chairs, iron, spikes, steel, splices, bolts, nuts, bridges, 
width of rieht an< ^ a 'l ther propery appurtenant thereto; also all 
of way. lands adjacent to said road, and fifty feet distant 

from the center thereof, and which constitutes the right of 
way, whether the same constituted a part of the original tract 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY.' 247 

of said iron company or lands purchased by it from other per- 
sons; the lands purchased by it are described in the deeds of 
Lafayette Hates, Mrs. Byron Smith, - - Gilbert, John Pax- 
ton, John Hensley, E. P. Groves and wife, Harrison Smethurst, 
H. T. Christian, Allen Vandever, F. B. Williams, Dr. Moses, 
D. K. Hines, J. G. Grinder, B. F. Perryhouse, R. J. David- 
son, John Hensley, Mrs. J. Hulme, H. T. Christian, J. W. 
Christian, J. W. Linsey, D. T. Voorhees, A. Churchwell, Mrs. 
Churchwell, John Banks, A. C. Rasberry, W. P. Clark, and 
so much of the property originally bought by said Southern 
Iron Company as is included in said right of way as said road 
is now laid out and built; also, it has built section houses, de- 
pots, etc., on real estate not included in said right of way, and 
upon which section houses are now built as evidenced by the 
deeds of one or more of those named hereinbefore to said 
Southern Iron Company; also, said company owns lands which 
said Southern Iron Company have caused to be condemned, or 
has the right to condemn or has the license to use, as well as 
rights acquired by possession and use thereof, as is shown on 
map attached to this deed; and also franchises to operate said 
railroad and build the same and condemn property therefor; and, 

WHEREAS, Said Southern Iron Company did heretofore con- 
vey said property, together with other property, to the Central 
Trust Company of New York, by mortgage dated the - - day 
of - , 18 , and to enable it to make this conveyance, it 
has procured said trust company to release from the operation 
and effect of said mortgage, all the foregoing described prop- 
erty so that said Southern Iron Company might convey away 
the same; and, 

WHEREAS, The said Southern Iron Company now desires to 
sell the same, in order to erect two furnaces at Allen's Creek, 
which are to cost in the neighborhood of two hundred thousand 
dollars; and, 

WHEREAS, The Nashville, Chattanooga & St. Louis Railway 
is desirous of purchasing the same in the event said two fur- 
naces are erected, and that said Southern Iron Company will 
ship all the products, freight, etc., of their furnaces over this 
line of railroad: 



24:8 DEEDS RELATING TO CENTREVILLE BRANCH 

Now, then, for and in consideration of the premises and for 
the further consideration hereinafter set out, the said Southern 
Iron Company, by virtue of the foregoing resolutions, has this 
day bargained, and does hereby alien, confirm, convey, and 
sell to the Nashville, Chattanooga & St. Louis Railway, a cor- 
poration chartered by the State of Tennessee, all the foregoing 
described property. 

The consideration referred to in the preamble to this deed is 
such that the said Nashville, Chattanooga & St. Louis Railway 

is to pay one hundred and twenty-five thousand 
Consideration. ,/,, ,, 

dollars tor the same, twenty- five thousand dollars of 

which is to be paid in first mortgage bonds of the Nashville Iron, 
Steel & Charcoal Company, the receipt of which is hereby ac- 
knowledged, and the remaining one hundred thousand dollars 
to be paid as the work on the said furnaces, to be erected as 
aforesaid, progresses. It is distinctly understood and agreed, 
however, and made a part of this consideration, that the said 
Southern Iron Company is to build the said two furnaces at 
Allen's creek, and expend all of the one hundred and twenty- 
five thousand dollars referred to above in their erection; that 
they are to ship all products of these furnaces over the Nash- 
ville, Chattanooga & St. Louis Railway, and pay a uniform rate 
of twenty-five cents per ton to or from Allen's creek in excess 
of rates to or from ^Etna, and on all shipments of ore, lime- 
stone, wood, and charcoal, they are to pay twenty-five cents 
per ton between Allen's creek and ./Etna. 

And the said Southern Iron Company covenants hereby that 
it is lawfully seized and possessed of all the personal and real es- 
tate and property aforesaid, together with the rights of way de- 
scribed herein, and upon which said railroad is located and 
constructed; that all of said property hereby conveyed it has 
a right to convey, and that all of said property so conveyed is 
free and clear of all liens, taxes, and other incumbrances. And 
said Southern Iron Company furthermore covenants and will 
forever warrant title to all the real estate herein described to 
the Nashville, Chattanooga & St. Louis Railway, its assigns and 
successors, forever. It further covenants and agrees to reim- 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 249 

burse the Nashville,' Chattanooga & St. Louis Railway in any 

moneys which it may pay, or is compelled to pay hereafter, to 
secure and make perfect the right of way and title to any real 
estate which is herein conveyed or sought to be conveyed. 

IN WITNESS WHEREOF, The Southern Iron Company has 
caused this instrument to be subscribed by its president and 
attested by its secretary and the corporate seal of said company 
to be hereto affixed, this the twenty-fourth day of September, 
A.D. 1892. THE SOUTHERN IRON COMPANY, 

[SEAL.] By A. M. SHOOK, President. 

Attest: J. A. COOPER, Secretary. 

STATE OF TENNESSEE, DAVIDSON COUNTY. 

I, Charles F. Polock, a notary public of the State of Ten- 
nessee, residing in Nashville, do hereby certify that A. M. 
Shook, the president of the Southern Iron Company, and J. A. 
Cooper, the secretary of the same company, whose names are 
signed to the foregoing instrument, and who are known to me 
to be the president and secretary of said company, and with 
whom I am personally acquainted, acknowledged before me, 
on this day, that they executed the said instrument on the day 
the same bears date, as their act and deed as the president and 
secretary, respectively, of said company, for the purposes 
therein contained. 

And the said A. M. Shook and J. A. Cooper, being by me 
first duly sworn, did depose and say that he, the said Shook, 
was the president of the Southern Iron Company; that he, the 
said Cooper, was the secretary of the same company; that the 
seal affixed to the foregoing instrument, purporting to be the 
corporate seal of said company, was the corporate seal of said 
company; that it was affixed hereto by order of the board of 
directors of the said company ; and that they signed their names 
hereto by the like order, as the president and secretary of the 
said company, respectively. 

In witness whereof, I have hereunto set my hand and fixed 
my official seal, this, the twenty-fourth day of September, one 
thousand eight hundred and ninety-two. 

[SEAL.] CHARLES F. POLOCK, Xotary l*ubUc. 



250 ABSTRACT OF TITLE TO COLUMBIA BRANCH 



CHAPTER XIX. 

THE DUCK RIVER VALLEY NARROW GAUGE RAILROAD 
COMPANY. 

(COLUMBIA BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On October 2, 1879, the Duck River Valley Narrow 
Gauge Railway Company leased its road, appurtenances, fix- 
tures, properties, etc. , to the Nashville, Chattanooga & St. Louis 
Railway for a period of forty years. After operating the road 
for some time under this lease, a proposition was submitted by 
the stockholders of the latter company to sell said road, its 
rights, privileges, franchises, etc., to the said Nashville, Chat- 
tanooga & St. Louis Railway, which was accepted. 

On November 23, 1887, in pursuance of a resolution of the 
stockholders of the Duck River Valley Narrow Gauge Railway 
Company, held March 8, 1887, at Columbia, Tenn., the said 
company executed a deed to its road, right of way, appurte- 
nances, properties, rights, privileges, franchises, etc., to the 
Nashville, Chattanooga & St. Louis Railway, and the lease was 
formally terminated. The consideration was that the Nashville, 
Chattanooga & St. Louis Railway should widen said railroad 
track to a standard gauge, and to operate the same as a broad 
gauge railroad; to assume certain stock notes of said Duck 
River Valley Narrow Gauge Railroad Company, not exceeding 
$5,517, and, in addition, 772.10 to cover interest thereon; and 
the further consideration that the said Nashville, Chattanooga 
& St. Louis Railway should assume the mortgage debts of said 
railroad company as shown in two mortgages, one registered 
in the register's office of Maury county, in book Z, vol. 2, p. 
200, securing 250,000 of bonds; and the other registered in 
mortgage book D, vol. 3, p. 329, to secure $140,000 of bonds. 
Said deed is acknowledged and of record in the register's office 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 251 

of Maury county, in hook O, vol. 3, pp. 484-488; in Marshall 
county, in hook E, No. 2, pp. 61-64; in Lincoln county, in 
record of deeds, hook S, pp. 350-355. The deed is also in- 
serted herein. See next chapter. 

1. The road has subsequently been changed to a broad gauge, and is 
now being operated in compliance with the terms of sale. 

2. Legality of the purchase of the road and franchises. The pur- 
chase of this railway and franchises of the company was legal. Under 
the Acts of Tenn., 1871, ch. 09, which superseded the Acts of 1871, ch. 22, 
it was provided that "every railroad corporation in this state, whether 
created under a general or'special law, shall have the power to acquire, 
by purchase or other lawful contract, and have, hold, use and operate 
any railroad, with its franchises, belonging to any other railroad corpo- 
ration." 

What franchises, etc., passed under this sale. in addition 

to the road, properties, etc., therein conveyed, the deed specif- 
ically transferred all rights, franchises, right of way, etc., of 
said Duck River Valley Narrow Gauge Railroad Company. 
For the enumeration of the said rights, franchises, etc., see 
charter, further on in this chapter. 

Width Of right Of way. The charter of this company was 
granted hy the chancery court of Humphreys county, at \Va- 
verly, Tenn., at its November term, 1872. The decree of in- 
corporation may he found in minute hook No. 1, page 745, et 
aeq.j of that court. It is also set out herein further on in this 
chapter. The charter was granted under the provisions of an 
act of Tennessee, 1870-71, ch. 54, p. 63, passed January 30, 
1871, entitled, "An Act to authorize the chancery courts to 
grant letters of incorporation." The decree of incorporation 
provided, among other things, that the said company should 
possess all the powers, etc., of the Tennessee & Alabama Rail- 
road Company and the Nashville & Decatur Railroad Company, 
and, in addition, all the rights, powers, etc., granted to rail- 
road companies by the act of the general assembly, chapter 
54, approved January 30, 1871, and all amendments thereto. 

The supreme court of Tennessee, in construing this charter, 
held that it was valid as to all the powers conferred by the acts of 
1870-71, ch. 54, approved January 30, 1871, and the amend- 
ments thereto, as referred to above, but that that part of the 
incorporating decree attempting to vest in the company all the 



252 ABSTRACT OF TITLE TO COLUMBIA BRANCH 

powers conferred in the charter of the Nashville & Decatur and 
Tennessee & Alabama Railroad Companies was void. See Wil- 
liams et al. v. Duck River Valley Narrow Gauge Railroad Com- 
pany et al., 9 Bax. (Tenn.), 488. This being so, the width of 
the right of way must be determined by the Acts of 1870-71, 
ch. 54, p. 63, and the amendments thereto, as nothing appears 
in the charter of the company upon the subject, save a reference 
to this act. Subsection 8, of section 15 of that act, provides 
that, "said corporation, when thus incorporated, shall have 
the right to take and appropriate the land of any individual, 
over whose land the line of said road runs, for the right of way, 
not exceeding two hundred feet in width, and for necessary de- 
pot grounds, switches, car houses, and workshops," in a mode 
therein set out. In addition, re-subsection 6, of subsection 8, 
of section 15, of said act, which may be found on page 71, 
provides, among other things, that, ' ' when possession has 
been taken by the company, for the use of said railroad, the 
owners shall commence their proceedings for damages against 
the railroad, for the appropriation of their land for its necessary 
use, within twelve months after the land has been actually taken 
possession of, and work begun, or their right is, and shall be 
barred, saving, however, to unknown persons and nonresidents, 
twelve months after the actual knowledge of such occupation, 
not exceeding three years, and saving to persons under disabili- 
ties of infancy, coverture, and unsoundness of mind, twelve 
months after the removal of such disabilities." 

Under these acts, the Duck River Valley Narrow 7 Gauge Rail- 
road Company could have condemned any number of feet for 
its right of way, up to and including two hundred. Whatever 
width it may have condemned through each landowner's prem- 
ises will now be binding upon the Nashville, Chattanooga & 
St. Louis Railway. Should no condemnation have been had at 
all, then the landowners would now be barred from recovering 
compensation, unless they applied in time for assessment of 
damages as provided in the above act, and the Nashville, Chat- 
tanooga & St. Louis Railway, as the lawful purchaser of said 
road, right of way, franchises, etc. , would be entitled to two 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 253 

hundred feet. The supreme court, in construing this act in 
reference to the right of way of this company, held that, 
"assuming that the company might, by following the statute, 
have taken ami appropriated, at its option, less than one hun- 
dred feet (on each side), yet having failed, in any manner, to 
<lc-iirnate the land to be appropriated, their entry and the con- 
struction of their road must l>e regarded as an appropriation of 
so much of the land as the law authorized," which was two 
hundred feet. J)uck Riper Yalley Narrow Gawje Railroad 
Company v. Coc/irane, 3 Lea (Tenn.), 478. 

It is probable that the statute of limitations would run against the 
railway, under this act, as to such parts of right of way as adjoining 
landowners may be allowed to use and occupy for the statutory period, 
which is not the case on the main line and most of the branches. See 
discussion as to right of way on main line in notes to sees. 24 and 25 of 
charter of Nashville, Chattanooga fe St. Louis Kailway, ch. 1, herein. 

Distance built when road purchased. The line from Co- 
lumbia to Fayetteville, a distance of about forty-nine miles, had 
been completed when the Nashville, Chattanooga & St. Louis 
Railway purchased this road. 

Where road chartered termini. The Duck River Valley Nar- 
row Gauge Railroad Company was chartered by the chancery 
court, at Waverly, Tenn., on November 4, 1872, as will ap- 
pear from minute book 1, page 745 et eq., of said court, which 
decree is also set out herein below. The road was chartered to 
run from a point at or near the town of Johnsonville, in Hum- 
phreys county, to a point at or near the town of Fayetteville, 
in Lincoln county, passing through or near to the towns of Cen- 
treville, in Hickman county; Columbia, in Maury county; Lewis- 
burg, in Marshall county, and Petersburg, in Lincoln county, 
with the right, power, and privilege to extend said road from 
Fayetteville to the Nashville & Chattanooga Railroad, and to 
build any branch the company saw tit. The company built the 
road from Columbia to Petersburg, and then leased the road 
to the Nashville, Chattanooga & St. Louis Railway. While 
operating the road under this lease, the latter company extended 
the road to Fayetteville, under the charter of the said Duck 
River Valley Narrow Gauge Railroad Company, and subse- 



254 ORIGINAL CHARTER COLUMBIA BRANCH 

quently purchased the entire line from Columbia to Fayette- 
ville, as heretofore explained. 

The road from Fayetteville to the Nashville, Chattanooga & St. Louis 
Railway was not built under the authority above granted, but under the 
charter and amendments of the Winchester & Alabama Railroad Com- 
pany. See charter of that road. Refer to index. 

ORIGINAL CHARTER OF DUCK RIVER VALLEY 
NARROW GAUGE RAILROAD. 

(Granted by chancery court at Waverly, Tennessee, under Acts Tenn., 
1870-1, ch. 54; see minute book 1, p. 745.) 

E. F. FALCONETTE ET ALS., Ex PARTE. 

SECTION 1. Preamble. This cause came on and was finally 
heard this fourth day of November, 1872, by and before the 
Hon. George H. Nixon, chancellor, holding the chancery court 
at Waverly, Humphreys county, Tennessee, upon the original 
and amended petition heretofore filed in this case, and the pro- 
ceedings heretofore had herein, and the statement of the pres- 
ident and directors of the Duck River Valley Narrow Gauge 
Railroad Company, and the petition of said president and di- 
rectors, praying to be chartered and incorporated as a corpora- 
tion and body politic by the name and style of the Duck River 
Valley Narrow Gauge Railroad Company. 

And it appearing to the court that, by former decrees of 
this court in this case, commissioners have heretofore been ap- 
pointed to solicit and receive subscriptions of the capital stock, 
for the purpose of building and constructing a narrow gauge 
railroad from, at, or near the town of Johnsonville, in Hum- 
phreys county, to the town of Fayetteville, Lincoln county, 
Tennessee; and that said commissioners have received subscrip- 
tions of the capital stock of said company the sum of about one 
hundred and fifty thousand dollars; that the length of said con- 
templated railroad, including side tracks, is about one hundred 
and thirty miles, and the amount so subscribed exceeds the sum 
of one thousand dollars per mile; and, it appearing to the court 
that, after having first given notice, as required by law, the 
stockholders of said proposed railroad met in the town of Co- 
lumbia, Maury county, Tennessee, on the eleventh of Septem- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 255 

her, 1872, for the purpose of organizing said company and 
electing nine directors thereof, when the following persons 
were duly elected as said directors, to wit: L. S. Goodrich, 
Humphreys county, Tennessee; O. A. Nixon and H. A. Shause, 
Hickman county, Tennessee; Ed Williams and L. D. Myers, 
Maury county, Tennessee; R. G. McClune, Marshall county, 
Tennessee; W. B. Hampton, Lincoln county, Tennessee; Wil- 
liam Smith, Moore county, Tennessee; M. R. Campbell, Coffee 
county, Tennessee; that on September 12, 1872, said directors 
so elected met in the town of Columbia, in said county of 
Maury, and, after having been first duly sworn by Benjamin 
Harrison, Esq., an acting justice of the peace for said county 
of Maury, proceeded to organize said company, and elected 
L. D. Myers, one of said directors, president of said company, 
and elected E. F. Falconnette, chief engineer, and John B. 
Hamilton, secretary and treasurer, of said company. 

And it appearing from the statements of said president and 
directors of said company, signed by said president and direct- 
ors, and countersigned by the said secretary and treasurer 
thereof, officially attested by said secretary and treasurer of 
said company, and proved and acknowledged as deeds for lands 
are required to be probated, and which said statement is tiled 
as a part of the record in this cause, and which statement sets 
forth the names and places of residence of each of the directors 
of said company, the name and style of the company, the de- 
scription of the line, the terminus of said road, the general 
route, the amount of capital stock required for its construction, 
the amount actually subscribed, the shares into which the cap- 
ital stock is divided, and the amount of said capital stock so 
subscribed, that has at this time been paid in and collected. 

And, it appearing to the court that said company so organ- 
ized for the purpose of building and constructing a narrow 
gauge railroad from Johnsonville, Humphreys county, to Fay- 
etteville, Lincoln county, Tennessee, have had said road sur- 
veyed, have adopted as the name and style of said company, 
The Duck River Valley Narrow Gauge Railroad Company, and 
have divided the capital stock thereof into shares of twenty- 



256 ORIGINAL CHARTER COLUMBIA BRANCH 

five dollars each, have adopted as the present termini! of said 
road at or near the town of Johnsonville, Humphreys county, 
and at or near the town of Fayetteville, Lincoln county, Ten- 
nessee, and that by calculation and survey, it is estimated that 
the amount required for the construction of said road is about 
eight hundred and eighty thousand and sixty-three dollars. 

And it further appearing that said president and directors of 
said company contemplate extending said railroad from the 
said town of Fayetteville to the Nashville & Chattanooga Rail- 
road, and desire to have granted them the right, power, and 
privilege of building and constructing such branches to their 
said railroad, in the State of Tennessee, as they may deem 
necessary and proper to advance the interest of their said rail- 
road, and of the public. 

And it further appearing to the court that said railroad com- 
pany have in all respects fully complied with the law in this 
behalf, and the court being of opinion that the said railroad 
company have a right to be chartered and incorporated, and 
that the rights and privileges by them prayed and asked for 
are not in conflict with the public good and morals, nor with 
the constitution and laws of the State of Tennessee or of the 
United States: 

SEC. 2. Incorporation, name, general powers. it is there- 
fore ordered, adjudged, and decreed, by the court, that said 
railroad company, and said president and directors thereof, be, 
and are hereby, chartered and incorporated as a body corporate 
and politic by the name and style of the Duck River Valley 
Narrow Gauge Railroad Company, and by such name to sue 
and be sued, plead and be impleaded, and to have and enjoy a 
right of succession for ninety-nine years, with a capital stock 

of one million dollars, with the right, power, and 
Capital stock. ... . .... 

privilege to increase the same to hve million dollars, 

and with the right, power, and privilege on the part of said 
company to build and construct a railroad with such breadth or 
gauge thereof as they may desire, elect, and adopt 
from a point at or near the said town of Johnson- 
ville, in Humphreys county, to a point at or near the said town 



NASHVILLE, CHATTANOOGA & 8T. LOUIS RAILWAY. 257 

of Fayetteville, Lincoln county, Tenn., passing through or near 
the town of Centreville, Hickman county; Columbia, 
Maury county; Lewisburg, Marshall county; Peters- 
burg, Lincoln county, Tenn., with the further right, power, 
and privilege on the part of said railroad company to extend 
said railroad, if the president and directors and a majority of 
the stockholders may desire, elect, and determine, from said 
town of Fayetteville to the Nashville & Chattanooga Railroad, 
and to build any branch or branches to said Duck May bulld 
River Valley Narrow Gauge Railroad that the said branches - 
president and directors, by and with the advice and consent of 
the stockholders of said railroad, may desire, determine, and 
elect, and with all the rights, powers, and privileges heretofore 
granted by the general assembly of the State of Tennessee to 
the Tennessee & Alabama Railroad and Nashville & Decatur 
Railroad Companies,* and with all the rights, powers, and 
privileges granted to railroad companies by the act of assembly 
of State of Tennessee, ch. 54, approved January 30, 1871, and 
all acts of said general assembly amendatory thereof, and with 
the further right, power, and privilege to do all things neces- 
sary and proper for the building and constructing of said rail- 
road, and to pass all by-laws, rules, and regulations not incon- 
sistent with the constitution and laws of the United States or 
the State of Tennessee. 

Ordered, that the clerk and master of this court certify a 
copy of this decree to the president of said company, and that 
said company and L. S. Goodrich, their security, pay the cost 
of this cause, for which execution will issue. 

Ordered, that court adjourned. 

[SIGNED.] G. H. NIXON, Chancellor. 

1. The above decree is of record in the office of the chancery court at 
Waverly, Tenn., in minute book 1, p. 745, Humphreys county, Tenn. 

*2. Charter construed. The supreme court, in construing 1 this 
charter, held that the part of the above incorporating decree attempting' 
to vest in the company all the powers conferred in the charters of the 
Nashville & Decatur and Tennessee fe Alabama Railroad Companies was 
void, but that the charter was valid as to all powers conferred as con- 
tained in Acts 1870-71. ch. 54, approved January 30, 1871, and amend- 
ments thereto, as referred to in the above decree. 9 Bax. (Tenn.), 488. 

3. Same; width of right of way. The supreme court in another* case, 
in construing this charter, held that "even assuming that the company 
17 



258 DEED TO COLUMBIA BRANCH 

might, by following the statute, have taken and appropriated, at its 
option, less than one hundred feet on each side, yet having- failed in any 
way to designate the land to be appropriated, their entry and construc- 
tion of their road must be regarded as an appropriation of so much of 
the land as the law authorized," which was two hundred feet. 3 Lea 
(Tenn.), 478. 

4. For full discussion of railway's ownership of right of way, etc., see 
index. 



CHAPTER XX. 

DEED TO DUCK RIVER VALLEY NARROW GAUGE RAILROAD. 
[EXECUTED NOVEMBER 23, 1887.] 

DEED. 

WHEREAS, The Duck River Valley Narrow Gauge Railroad 
Company is a corporation chartered under the laws of the State 
of Tennessee, and which heretofore built and operated a rail- 
road from the city of Columbia, in the county of Maury, 
State of Tennessee, to the town of Fayetteville, in the county 
of Lincoln, state aforesaid; and, 

WHEREAS, Heretofore, on the second day of October, 
1879, said Duck River Valley Narrow Gauge Railroad Com- 

/ O 

pany leased its road, with all its appurtenances, fixtures, and 
property, to the Nashville, Chattanooga & St. Louis Railway 
Company for a period of forty years; and, 

WHEREAS, Both parties to said lease desire to end the 
same, heretofore said Duck River Valley Narrow Gauge Rail- 
road Company, together with the stockholders, adopted the 
following resolutions, to wit: 

WHEREAS, At a meeting of the stockholders of the Duck 
River Valley Narrow Gauge Railroad Company, held on the 
eighth day of March, 1887, at Columbia, Tennessee, a com- 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 259 

mittee was appointed to confer with the Nashville, Chatta- 
nooga & St. Louis Railway Company, with the view to agree 
on terms for the sale and purchase of the property and fran- 
chises and individual stock of this company to the Nashville, 
Chattanooga & St. Louis Railway; and, 

WHEREAS, James S. Ewing, T. D. Williamson, W. J. 
Leonard, F. J. Ewing, W. J. Andrews, and E. C. McDowell 
were appointed a committee, under this resolution, to treat with 
the said Nashville, Chattanooga & St. Louis Railway, and, 
after conference with said Nashville, Chattanooga & St. Louis 
Railway, the terms of agreement suggested by said committee, 
and accepted by said Nashville, Chattanooga & St. Louis Rail- 
way, were adopted, as follows: 

Articles of agreement and contract entered into by and be- 
tween the Duck River Valley Railroad Company, its directors 
and stockholders, to be known herein as the party of the first 
part, and the Nashville, Chattanooga & St. Louis Railway, to 
be known as the party of the second part. 

1. The party of the first part agrees and binds itself and 
themselves to transfer and deliver to the party of the second 
part, by the first of September, 1887, all the stock now held 
by the individuals or corporations in the company of the party 
of the first part, and to deliver to the party of the second part, 
all the property of every nature and kind belonging to said 
company, including franchises, roadbed, cross-ties, depot houses, 
depots, switches, turnouts, iron, tools, implements, and fixtures, 
cars, engines, and all property used or necessary to be used in 
the operations of said road, and now used and owned thereby. 

2. Upon which being done, as set out in the first section 
hereof, the Nashville, Chattanooga & St. Louis Railway agrees 
to accept said stock, property, and franchises, and binds itself 
to make said railroad track to the standard gauge, and to equip 
the same as a good, substantial, .standard gauge railroad, by the 
thirty-first day of December, 1888, and to operate the same un- 
der its franchises and charter, as a part of the Nashville, Chat- 
tanooga & St. Louis Railway system, at the expense of the 



260 DEED TO COLUMBIA BRANCH 

party of the second part, and to assume and pay certain stock 
notes of the Duck River Valley Narrow Gauge Railroad, not 
exceeding five thousand five hundred and fifteen dollars, and 
interest thereon. And the party of the second part agrees and 
undertakes, as owner of said corporation, to take care of all the 
mortgage debts of the party of the first part, and, as respects 
these, to be substituted to the liabilities of the party of the first 
part; and, 

WHEREAS, Said proposed agreement was reported back to an 
adjourned meeting of the stockholders of the Duck River Valley 
Narrow Gauge Railroad Company, held at Columbia, on the 
twenty-second day of March, 1887, and a resolution was 
adopted at said meeting authorizing the directors of said rail- 
road company to apply to the county court of Marshall county 
and to the city of Columbia, requesting that an election be had 
under the law providing for that purpose, to authorize the sale 
of the stock held by the said county and said city of Columbia, 
as well their assent to the sale and transfer of the corporate 
property of said railroad; and, 

WHEREAS, Said election was held on the sixth day of August, 
1887, for the county of Marshall, and on the twenty-second 
day of June, 1887, for the city of Columbia, and resulted in au- 
thorizing the sale of the stock of said city of Columbia and said 
county of Marshall, and of the corporate property, franchises, 
rights, etc., as set out in the articles of agreement as proposed 
between said committee and the said Nashville & Chattanooga 
Railway to the said Nashville, Chattanooga & St. Louis Railway, 
in accordance with the laws of the State of Tennessee; and, 

WHEREAS, The individual stockholders of this company have 
also authorized and ratified the sale of their stock and of the 
corporate property and franchises of this company to said 
Nashville, Chattanooga & St. Louis Railway: 

Now, THEREFORE, Be it resoJved by the stockholders of the 
Duck River Valley Narrow Gauge Railroad Company, in reg- 
ular annual convention assembled, that the proposed agreement 
as hereinbefore set out, made between said committee and said 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 261 

Chattanooga & St. Louis Railway, be, and the same is hereby, 
ratified and adopted, and the president and directors of the 
company are hereby authorized, empowered, and directed to 
execute all proper deeds and conveyances and all other articles 
of agreement necessary to convey all of the rights, properties, 
franchises, and easements and immunities of this company in 
and to its railroad, running from the city of Columbia, in the 
county of Maury, through Lewisburg, in Marshall county, to 
Fayetteville, in the county of Lincoln, being between forty- 
eight and forty-nine miles of narrow gauge railroad, together 
with all sidings, turnouts, switches, properties, depots, depot 
grounds, tools, rolling stock of every kind and nature whatever 
used in operating and carrying on the business of said railroad 
company, to the Nashville, Chattanooga & St. Louis Railway, 
upon the terms and conditions set out in said agreement afore- 
said; and, 

WHEREAS, The city of Columbia owned stock in said rail- 
road company to the amount of fifty thousand dollars, and 
the county of Marshall owned stock in said railroad company 
to the amount of one hundred and fifteen thousand five hundred 
dollars, and the county of Maury owns fifteen hundred dollars 
of said stock of said railroad company, and certain individuals 
owned the balance of said stock; and said county of Marshall 
and said city of Columbia have, by a vote of the people, accord- 
ing to the laws of the State of Tennessee, and by the requisite 
majority, as well as other stockholders, ratified said agreement 
hereinbefore set out; and, 

WHEREAS, It is now desired to execute said contract and 
agreement in full, and, to this end, the following deed or con- 
tract is entered into: 

1. The Duck River Valley Narrow Gauge Railroad Company 
does hereby bargain ami sell, and transfer and deliver, to the 
Nashville, Chattanooga & St. Louis Railway, its road aforesaid, 
with the franchises thereof and all the property, including road- 
bed, cross-ties, depot houses, depots, switches, turnouts, tools, 
engines, easements, rights of way, real estate, cars, etc., used 
to carry on said road; and also has caused its stockholders to 



262 DEED TO COLUMBIA BRANCH 

transfer the stock of the corporate and individual stockholders 
in said corporation, except a small amount of stock held by in- 
dividuals, to said Nashville, Chattanooga & St. Louis Railway. 

And, in consideration of the premises, the Nashville, Chatta- 
nooga & St. Louis Railway hereby agrees to accept said fran- 
chises, property, and stock aforesaid, and hereby covenants, 
agrees, and binds itself to widen said railroad track to the 
standard gauge, and to equip the same as a good standard 
gauge railroad, with steel rails, by the thirty-first day of De- 
cember, 1888, and to operate the same under the franchises 
and charter of said Duck River Valley Narrow Gauge Railroad, 
at the sole expense of the Nashville, Chattanooga & St. Louis 
Railway. 

And it further assumes to pay certain stock notes of said 
Duck River Valley Narrow Gauge Railroad Company not ex- 
ceeding in amount five thousand five hundred and fifteen dol- 
lars and $772.10 to cover interest thereon; and it will, upon 
the execution and acknowledgment of this deed of conveyance, 
deliver its certified check for said sum; and said Nashville, 
Chattanooga & St. Louis Railway hereby assumes to take care 
of the mortgage debts of said railroad company, as shown in two 
mortgages, one registered in the register's office of Maury 
county, book Z, vol. 2, pp. 200-210, securing two hundred 
and fifty thousand dollars of mortgage bonds and interest 
thereon, and the other registered in mortgage book O, vol. 3, 
pp. 329-337 inclusive, in the said office of said county, secur- 
ing the payment of one hundred and forty thousand dollars of 
said bonds and interest thereon. 

And the said Duck River Valley Narrow Gauge Railroad 
Company hereby covenants with the Nashville, Chattanooga & 
St. Louis Railway that it is lawfully seized and possessed of 
said property, and has a good right to convey the same, and it 
does hereby warrant and defend the title to said property to the 
said Nashville, Chattanooga & St. Louis Railway forever. 

In witness whereof, the said Duck River Valley Narrow 
Gauge Railroad Company and the said Nashville, Chattanooga 
& St. Louis Railway have caused their proper officers of their 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 263 

respective companies to affix the corporate names and seals of 
said companies hereto. 

This 23d day of November, 1889. 

DUCK RIVER VALLEY NARROW GAUGE RAILROAD COMPANY, 
[SEAL.] BY J. A. McRADY, President. 

H. K. Moss, Secretary. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 

[SEAL.] BY J. W. THOMAS, President. 

J. H. AMBROSE, Secretory. 

The above deed was duly acknowledged and registered in register's 
office of Maury county, in book O, vol. 3, pp. 484-488; in Marshall county, 
in book 2 E, pp. 61-64; in Lincoln county, in records deed book S, pp. 
350-355. 



264 ABSTRACT OF TITLE SEQUATCHIE VALLEY BRANCH 



CHAPTER XXI. 

SEQUATCHIE VALLEY BRANCH. 
[COMPOSED OF JASPER, PIKEVILLE, AND INMAN BRANCHES.] 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. What is known as the Sequatchie Valley branch that 
is, the road from Bridgeport, Ala., to Pikeville, Tenn., with a 
branch road on said stem from Victoria to Inman may be di- 
vided into three parts: (1 ) The road from Bridgeport to Jasper, 
(2) the road from Jasper to Pikeville, (3) the road from Vic- 
toria to Inman. These three subdivisions were acquired by 
the Nashville, Chattanooga & St. Louis Railway in different 
ways. For convenience the first will hereafter be called the 
Jasper branch; the second, the Pikeville branch, and the third 
the Inman branch. Their method of acquisition, width of right 
of way, etc. , will now be discussed in the order named. 

HOW Jasper branch acquired. The Jasper branch from 
Bridgeport, Ala., to Jasper, Tenn., was built by the Nashville, 
Chattanooga & St. Louis Railway, under and by virtue of an act 
of the legislatures of both Tennessee and Alabama. The Tennes- 
see act, which may be found in Acts 1857-58, ch. 161, p. 382, 
sec. 3, provide;!, among other things "that the state aid here- 
tofore granted to the Memphis & Charleston Railroad Company 
for the purpose of extending said railroad from Stevenson to 
Chattanooga, on the north side of Tennessee river, the sum of 
ten thousand dollars per mile, be, and the same is hereby, trans- 
ferred and granted to the Nashville & Chattanooga Railroad 

" O 

Company for the purpose of constructing a branch railroad from 
Bridgeport, or some suitable point on the Nashville & Chatta- 
nooga Railroad, to some point on the line of the extension of 
said Memphis & Charleston Railroad, the same not to extend 
beyond the town of Jasper, in Marion county, with the same 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 265 

liens retained to the state as are provided for in said act. For 
act itself, see next chapter. 

The Alabama act, which may be found in Acts 1859-60, No. 
216, provided "that the act granting the right of way to the 
Nashville & Chattanooga Railroad Company through Jackson 
county, and the privilege of constructing a bridge across Ten- 
nessee river in said county (approved January 21, 1850), be so 
amended that the Nashville <& Chattanooga Railroad Company 
shall have the right to construct and operate a branch of their 
road from a point on the line of their road at or near Bridge- 
port, in Jackson county, to the Tennessee state line, in a direc- 
tion to Jasper, Tenn., with all the rights, powers, and privi- 
leges pertaining to the main line, and subject to the same lia- 
bilities and restrictions." 

For Acts of Alabama, approved January 21, 1850, above referred to, 
see p. 55 herein. 

The Nashville & Chattanooga Railroad Company, which has 
subsequently changed its name to the Nashville, Chattanooga 
& St. Louis Railway, as heretofore explained, accepted the 
Tennessee act, as will appear from the minutes of the com- 
pany of April 16, 1858, and, subsequently, the Alabama act. 
The road was then built from Bridgeport, Ala., to Jasper, 
Tenn., a distance of about twelve miles. 

Width of right of way of Jasper branch. As will appear 

from the above acts of Alabama, the road from Bridgeport, 
Ala., to the Tennessee state line was authorized to be con- 
structed, with all the rights, powers, and privileges of the main 
line. Hence, the width of the right of way will be controlled 
by sections 24 and 25 of the charter of the Nashville, Chatta- 
nooga & St. Louis Railway, ch. 1, herein, which give one hun- 
dred feet on each side of the center of the road, in the absence 
of any contract with the original landowner to the contrary, 
when necessary for railroad puqwses. 

The act of Tennesse, above set out, authorizing the extension 
of the road from the Alabama state line to Jasper, does not 
specifically confer any particular width of right of way, but 
this was unnecessary, as the legislature had previously, by Acts 



266 ABSTRACT OF TITLE SEQUATCHIE VALLEY BRANCH 

1849-50, ch. 266, sec. 3, passed January 19, 1850, provided 
"that the Shelby ville branch, and such other branches of the 
Nashville & Chattanooga road as may be made, shall have all 
the rights and privileges, and shall be placed in all respects on 
the same footing, with the Nashville & Chattanooga road." 
This being so, the width of right of way from the state line to 
Jasper would also be one hundred feet on each side of the cen- 
ter of the road, when necessary for railroad purposes, in the 
absence of any contract with the original landowner to the 
contrary. There can be no question of this. 

1. For discussion of width of right of way in Nashville, Chattanooga 
& St. Louis Railway charter, which also controls here, see sees. 24 and 
25 of said charter, ch. 1, herein. 

2. For discussion of method of taking more than one hundred feet on 
each side of the center of the road, when necessary for railroad purposes, 
see " Right of Way," Eminent Domain, herein. Refer to index. 

3. State aid. By Acts Tenn., 1865-6, ch. 14, p. 33, state aid was granted 
to Nashville & Chattanooga Railroad Company to build the Jasper branch. 



Pikeville branch, how acquired. The road from Jasper to 

Pikeville was authorized to be constructed by the Sequatchie 
Valley Railroad Company, which corporation was chartered by 
the Acts of Tenn., 1868-69, ch. 11, p. 93, sec. 30, to construct 
a road from Jasper, in Marion county, to Pikeville, in Bledsoe 
county. Said charter is set out further on in this chapter. 
After its incorporation the company built the road from Jasper 
to Victoria, and on January 27, 1877, in pursuance of a reso- 
lution of its stockholders and directors, it sold said road, right 
of way, franchises, etc., to the Nashville, Chattanooga & St. 
Louis Railway. The consideration was the assumption on the 
part of the latter company of all the liabilities of the said 
Sequatchie Valley Railroad Company, amounting to about 
$75,000. A deed to said road, franchises, etc., is registered 
in the register's office of Marion county, Tenn., in book L, 
vol. 1, p. 308, which deed is also set out in the next chapter. 
After the purchase, as aforesaid, the Nashville, Chattanooga & 
St. Louis Railway, under and by virtue of the franchises ac- 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 267 

quired thereby, extended the road from Victoria to Pikeville, 
under the charter of said Sequatchie Valley Railroad Company. 

The purchase of this road, franchises, etc., was legal under Acts Tenn., 
1871, ch. 09, which superseded the Acts of 1871, ch. 22. 

Width of right of way of Pikeville branch. There was no 

specified width for a right of way granted in the charter of the 
Sequatchie Railroad Company. In fact, it was not authorized 
by its charter to condemn property at all, but simply to pur- 
chase it. However, its charter granted it all the rights, pow- 
ers, and privileges of other roads under the general improve- 
ment laws. Under these laws and the Acts of Tennessee, 1849 
-50, ch. 72, sec. 5, and of the code, 1844 (Shannon's), all cor- 
porations authorized by law to construct a railroad were em- 
powered to condemn property therefor, but the number of 
feet actually condemned would possibly now be binding upon 
the Nashville, Chattanooga & St. Louis Railway, under this 
charter. Where no condemnation was had at all, the width of 
the right of way would possibly be two hundred feet, as ex- 
plained in the discussion of the width of right of way of the 
Nashville & Tuscaloosa branch. 

1. In considering this question, regard must be had, however, to Acts 
Tenn., 1849-50, ch. 266, sec. 3, which provided ''that all branches of the 
Nashville & Chattanooga Railroad Company as may be made, shall have 
all the rights and privileges, and shall be placed in all respects on the 
same footing, with the Nashville & Chattanooga road." 

2. For discussion of this, see Riylit ttf H'aj/, Eminent Dvttmln, herein. 
Refer to index. 

3. For right and method of recondemnation and broadening right of 
way, see index. 

ORIGINAL CHARTER OF THE SEQUATCHIE 
VALLEY RAILROAD COMPANY. 

(Acts Tenn., 1868-69, ch. 11, p. 93, sec. 30.) 
[PIKEVILI.E BRANCH.] 

SEC. 30. Incorporation, name, general powers./?* it 

further enacted, That Win. Pryor, Adam L. Kelly, Wm. H. 
Grayson, Dan M. Williams, - - Carpenter, Henry Hart, F. A. 
Henager, H. F. Bridgeman, and C. C. Stranahan be, and they 
are hereby, created a body corporate and politic under the name 



268 ORIGINAL CHARTER SEQUATCHIE VALLEY BRANCH 

and style of the Sequatchie Valley Railroad Company, and by 
that name shall have power to contract and be contracted with, 
sue and be sued, plead and be irnpleaded, answer and be an- 
swered in any court of law or equity in the state, and may pur- 
chase, hold, lease, sell, and convey real estate and personal 
property to any amount that may be necessary to carry out the 
objects herein contemplated. They may have and use a com- 
mon seal, and alter, change, or abolish the same [at] pleasure, 
and have succession for thirty years. 

1. Sections 1 to 30 did not relate to this road. Sec. 30 of the act was 
the commencement of the charter. 

2. Right of way. As will be noticed, this charter does not specifically 
authorize the condemnation of a right of way, but simply its purchase. 
The section following, however, transferred to the company all the 
rights, powers, and privileges of other roads under the general improve- 
ment law. This law, and the Acts of 1849-50, ch. 72, sec. 5, together 
with the statutes set out in the code (Shannon's) \ 1844, authorized all 
railroad companies to condemn land for a right of way. See, also, Acts 
1849-50. ch. 266, sec. 3. 

3. Another company was chartered by Acts Tenn.. 1851-52, p. 186, to 
construct a railroad from Jasper to Pikeville, under the name of the 
Pikeville & Jasper Railroad Company, but said company was never 
organized. 

SEC. 31. Route, powers, capital stock, shares, elections, 

by-laws. Be it farther enacted, That the object of said com- 
pany shall be to construct a railroad from the town of Jasper, 
in Marion county, to Pikeville, in Bledsoe county; said com- 
pany shall have and enjoy all the rights, powers, and privileges, 
and be subject to the same restrictions and liabilities, of other 
roads under the provisions of the general internal improvement 
law. The capital stock of said company shall be five hundred 
thousand dollars, and may be increased to one million of dol- 
lars at pleasure, which stock shall be divided into shares of one 
hundred dollars each, and when ten thousand dollars of bona 
fide stock shall have been subscribed, then the stockholders may 
meet and organize by the election of a president and such other 
officers as they may think proper, and fix the salaries of the 
same, and establish such by-laws as they may think proper not 
in conflict with the laws and constitution of the state or United 
States. 

This road, together with its franchises, has been purchased by the 
Nashville, Chattanooga fe St. Louis Railway, and now forms a part of 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 269 

its general system. All by-laws are now enacted, directors elected, as 
well as all business transacted, under the charter of said Nashville, 
Chattanooga fc St. Louis Railway. See charter in ch. 1, herein. 

SEC. 32. May unite with other companies, how. Beit fur- 
ther enacted, That said company may amalgamate or unite with 
any other company, on such terms as may be agreed upon not 
detrimental to the interests of the state; Provided, That no state 
aid is granted to said company. This act to take effect from 
and after its passage. (Acts Tenn., 1868-9, ch. 11, p. 93, sec. 
30; passed December 9, 1868.) 



Inman branch, how acquired. The road from Victoria to 

Inman, commonly known as the "Inman Branch," was built 
by the Tennessee Coal, Iron & Railroad Company, under its 
charter, which authorized the building of branch roads to con- 
nect its mines with railways. After its completion, the said 
Tennessee Coal, Iron & Railroad Company, in pursuance of a 
resolution of its stockholders and directors, sold this road, its 
property, rights, privileges, and franchises to the Nashville, 
Chattanooga & St. Louis Railway, on January 1, 1883. The con- 
sideration paid was eighty-eight (88) $1,000 bonds of the Nash- 
ville, Chattanooga & St. Louis Railway. A deed to said road 
is registered in the register's office of Marion county, in book 
N, vol. 1, p. 340-3, and which deed is also inserted in the 
next chapter. 

The Tennessee Coal, Iron & Railway Company was chartered March 
24, 1860, by Acts of Tennessee, 1859-00, ch. 198, p. 582, and was granted 
certain franchises in Alabama, by an act of the legislature of that state, 
passed February 10, 1893. The company was chartered in Tennessee as 
the "Tennessee Coal & Railroad Company,'' but, on September 13, 1881, 
the charter was amended so as to change its name to the Tennessee Coal, 
Iron & Railroad Company. The charter was also amended, July 16, 1889, 
May 10, 1892, and September 12, 1892, so as to increase its capital stock 
to $21,000,000, and regulating the election of officers, etc. Section 1 of 
its charter authorized it to build railroads from any point on the Nash- 
ville & Chattanooga Railroad to any mineral lands. Section 2 of its 
charter authorized a mode of condemning lands. Section 3 of its charter 
authorized it to construct its railroad across or along any public road or 
water course. 

Purchase of this road legal. The purchase of this road, franchises, 
etc., was legal under Acts of Tenn., 1871, ch. 69, which superseded the 
Acts of Tenn., 1871, ch. 22. 



270 DEEDS, ACTS, ETC. SEQUATCHIE VALLEY BRANCH 



CHAPTER XXII. 

DEEDS, ACTS, ETC., RELATING TO SEQUATCHIE 
VALLE Y BRANCH. 

DEED OF TENNESSEE COAL,, IRON & RAILROAD 

COMPANY TO NASHVILLE, CHATTANOOGA 

& ST. LOUIS RAILWAY OF ROAD FROM 

VICTORIA TO INMAN. 

For and in consideration of eighty-eight (88) bonds for one 
thousand dollars ($1,000) each, numbered from one (1) to 
eighty-eight (88) inclusive, dated the first day of January, 
1883, and payable in gold coin of the United States, in New 
York, forty years fiom said date, bearing interest at the rate 
of six per centum per annum with coupon interest warrants 
attached, payable in New York semiannually in like gold coin 
of the United States, on the first days of January and July of 
each year, which bonds with coupons attached thereto, are in 
the following forms that is to say: 

" UNITED STATES OF AMERICA. 

"NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. 
"81,000. FIRST MORTGAGE. $1,000. 

" The Nashville, Chattanooga & St. Louis Railway, for value 
received, promise to pay to the Central Trust Company of New 
York, or bearer, the sum of one thousand dollars, in gold coin 
of the United States of the present standard of weight and 
fineness, in the city of New York, on the first day of January, 
in the year one thousand nine hundred and twenty-three, with 
interest payable in like gold coin of the United States at the 
rate of six per centum per annum on the first days of January 
and July of each year, upon the surrender of the annexed in- 
terest warrants, according to their tenor. The principal and 
interest -of this bond is payable without relief from valuation 
or appraisement laws. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 271 

" This bond with others issued and to be issued, is one of a 
series of like date, tenor, and effect, amounting in the aggre- 
gate to not more than sixteen thousand dollars on finished 
railroads, all such bonds being equally secured by a first mort- 
gage on the extension of the Jasi>er branch railroad from Vic- 
toria to Inman, Marion county, Tennessee, and such further 
extensions or branches of said railroad as may be hereafter 
constructed under the resolution of the board of directors au- 
thorizing the construction of this branch, together with all 
their property, appurtenances, and franchises. Such mort- 
gage is of even date herewith, executed and delivered unto the 
Central Trust Company of New York as trustee, and has been 
duly recorded in each of the counties of the State of Tennessee 
where said line of railroad is situated. 

" This bond shall pass by delivery or by transfer on the 
books of the said railway, at its agencies in the city of New 
York, and, after any such registration of ownership on the 
books of such agencies, duly certified on the back hereof by the 
transfer agent, no transfer hereof shall be valid or pass any title 
hereto, unless made in writing upon the books of such agency, 
unless the last precedent transfer has been made to bearer, in 
which event this bond shall become thereby transferable by de- 
livery. This bond shall continue subject to successive registra- 
tions and transfers to bearer aforesaid, at the option of any 
holder thereof, in accordance with the above provisions. No 
bond of this series shall be valid or obligatory unless the same 
is duly authenticated by a certificate, indorsed on the back 
thereof, duly executed by the said Central Trust Company, as 
trustee. 

u IN WITNESS WHEREOF, The said Nashville, Chattanooga & 
St. Louis Railway has caused the foregoing to be attested by 
its president and secretary, and its corporate seal to be attached. 

"This, the first day of January, A.D. 1883. 

" , Secretary. , President. 

[Trustee's Certificate.] 

4 ' It is hereby certified that the within bond is one of a series 
of bonds which are all equally secured by the mortgage or deed 



272 DEEDS, ACTS, ETC. SEQUATCHIE VALLEY BRANCH 

of trust mentioned herein, and delivered to the undersigned as 
trustee. CENTRAL TRUST COMPANY OF NEW YORK, Trustee. 

1 ' By - , President. 

[Form of Coupons.] 

" $30. The Nashville, Chattanooga & St. Louis Railway will 
pay the bearer thirty dollars in gold coin of the United States, of 
the present weight and fineness, in the city of New York, being 
six months' interest on its bond No. . 

"R. C. BRANSFORD, Secretary.' 1 '' 

All of which bonds have been executed and delivered to the 
Tennessee Coal, Iron & Railroad Company, the receipt whereof 
is hereby acknowledged. The said Tennessee Coal, Iron & 
Railroad Company has granted, bargained, sold, assigned, trans- 
ferred, and conveyed, and by these presents does grant, bargain, 
sell, assign, transfer, and convey unto the Nashville, Chatta- 
nooga & St. Louis Railway, and to its successor or successors 
and assigns, forever, a certain railroad, commencing at Victoria, 
Tenn., and running thence to Inman, Marion county, Tenn. , 
about five and one-half miles, and known as the Inman branch, 
together with all and singular the estate and property, real, 
personal, and mixed, and all fixtures, rights, privileges, fran- 
chises and easements, and all the tracks, lines, rails, bridges, 
ways, rights of way, and materials, buildings, piers, wharves, 
erections, fences, walls, fixtures, privileges, rights and inter- 
ests, real estate of every kind and character, and all the tolls, 
incomes, issues, and profits to be had or derived from the same, 
or any part or portion thereof, and all the railway stations 
and depots, with all the appurtenances necessary and conven- 
ient for the sole, complete, and entire use and operation of 
said branch railroad; also all and every other estate, interest, 
property, or thing, real, mixed, or personal, which the said 
Tennessee Coal, Iron & Railroad Company owns or holds be- 
longing to, connected with, and being part of, and necessary or 
convenient for the use, occupation, operation, and enjoyment of 
said branch railroad and property, rights, privileges, and fran- 
chise, or any part or portion thereof; and also all the rights 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 273 

and privileges to use the said roadbed, tracks, sidings, turn- 
outs, and switches constructed at the execution of these pres- 
ents. 

To have and to hold the said railroad and appurtenances and 
estate, property, rights, privileges, franchises, and interest above 
conveyed or transferal, or intended so to be, together with all 
and singular the emoluments, incomes, and advantages, tene- 
ments and hereditaments, and appurtenances thereto belonging, 
or in anywise appertaining, and the reversion and reversions, 
remainder and remainders, rents, issues, and profits thereof, 
unto the said Nashville, Chattanooga & St. Louis Railway, its 
successors and assigns, in fee simple. 

The Tennessee Coal, Iron & Railroad Company covenants 
that it is lawfully seized of said properties, has a good right to 
convey them, and that the same is unincumbered, and further 
covenants and binds itself and its successors that it will warrant 
and defend the title to the said properties to the said Nashville, 
Chattanooga & St. Louis Railway, its successors and assigns, 
against the lawful claims of all persons. 

In witness whereof, the said Tennessee Coal, Iron & Rail- 
road Company, in pursuance of authority given by the board 
of directors, has caused this indenture to be signed by its presi- 
dent and secretary, and the corporate seal of the company to 
be affixed hereto the interlineation on the first page, and seventh 
line from the bottom, being first made before signature. This 
first day of January, 1883. 

TENNESSEE COAL, IRON & RAILROAD COMPANY, 

[SEAL.] By JAMES C. WARNER, President, 

JAMES BOWRON, Secretary. 

The above deed was properly acknowledged and registered in the 
register's office of Marion county, in book N, vol. 1, pp. 340-343. 

DEED OF SEQUATCHIE VALLEY RAILROAD 
COMPANY TO NASHVILLE, CHATTANOOGA 
& ST. LOUIS RAILWAY, OF ROAD FROM JAS- 
PER TO VICTORIA AND RIGHT TO BUILD TO 
PIKEVILLE. 

WHEREAS, By virtue of a resolution passed by the stock- 
is 



274 DEEDS, ACTS, ETC. SBQUATCHIE VALLEY BRANCH 

holders of the Sequatchie Valley Railroad Company, in words 
and figur.es as follows: 

Re-wlved, That the Sequatchie Valley Railroad Company 
does hereby bargain and sell the railroad track, franchises, 
rights of way, and any or all other property belonging to this 
company, to the Nashville, Chattanooga & St. Louis Railway, 
and we do authorize and empower the president to sign all or 
any necessary papers to carry out this resolution, provided 
said Nashville, Chattanooga & St. Louis Railway will assume 
to pay all the liabilities- of this company, supposed to amount 
now to the sum of about seventy-five thousand dollars; and, 

WHEREAS, Said Nashville, Chattanooga & St. Louis Railway 
Company has this day assumed all the liabilities of this com- 
pany : 

Now, by virtue of the power in me vested, I do hereby bar- 
gain, sell, alien, and convey to said Nashville, Chattanooga 
& St. Louis Railway the railroad track, roadbed, right of way, 
franchises, and any or all other property belonging to said 
Sequatchie Valley Railroad Company, in as full, ample, and 
complete a manner as I or said company may or can do. 

In testimony whereof, 1 have hereunto set the corporate 
name of said company by myself as president. 

This twenty-seventh day of January, 1877. 

SEQUATCHIE VALLEY RAILROAD COMPANY, 
By W. J. KELLY, President. 

We hereby approve of the sale of the Sequatchie Railroad 
to the Nashville, Chattanooga & St. Louis Railway. 

J. P. WILLIAMS, 
JAMES S. LIPSCOMB, 
Stockholder*. 

The above deed was properly acknowledged and registered in the 
register's office of Marion county, in book L, vol. 1, p. 30S. 

Road from state line to Jasper authorized to be constructed 
by Tennessee Legislature, how, state aid to. 

SEC. 3. Hi' if further enacf<.-d, That of the state aid hereto- 
fore granted to the Memphis & Charleston Railroad Company, 
for the purpose of extending said railroad from Stevenson to 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 275 

Chattanooga, on the north side of Tennessee river, Roa(J to 
the sum of ten thousand dollars per mile, be, and J * sper - 
the same is hereby, transferred and granted to the Nashville 
& Chattanooga Railroad Company, for the purpose of con- 
structing a branch railroad from Bridgeport, or some suitable 
point on the Nashville & Chattanooga Railroad, to some point 
on the line of the extension of said Memphis & Charleston Rail- 
road, the same not to extend beyond the town of Jasper, in 
Marion county, with the same liens retained to the state as are 
provided for in said act. 

The act above referred to granting- aid to the Memphis & Charleston 
Railroad Company was Acts Tenn., 1853-54, ch. 311. 

SEC. 4. Be it further enacted, That in case the Nashville & 
Chattanooga Railroad Company shall fail or refuse , fN &c R R 
to construct said branch road, the same powers and Jrivuege to"' 
privileges be, and the same are hereby, granted to * C- R ' R ' 
the Memphis & Charleston Railroad Company; and either of 
said companies agreeing to construct said branch road as above 
provided, is hereby authorized to increase its capital stock to 
an amount sufficient, with the state aid, to construct said branch 
road. 

SEC. 5. Be It further enacted, That if both of said railroad 
companies shall fail or refuse to agree to construct said branch 
road within twelve months after the passage of this ir both refuse. 

to J J & C R 

act, then said state aid, together with the powers R. Co.' 
and privileges above conferred, be, and the same are hereby, 
transferred and granted to the Junction, Jasper & Chattanooga 
Railroad Company. Said branch road in no event to extend 
beyond said town of Jasper. (Acts Tenn., 1857-58, ch. 161; 
passed March 20, 1858.) 

Jasper branch, from Bridgeport to state line, authorized to be 
constructed in Alabama, with rights, powers, and privi- 
leges of main line. 

SECTION 1. Be it enacted by the Senate and Howe of Rep- 
resentative* of the State of Alabama, in General Assembly con- 
vened, That an act granting the right of way to the Nashville & 
Chattanooga Railroad Company through Jackson county, and 



276 DEEDS, ACTS, ETC. SEQUATCHIE VALLEY BRANCH 

the privilege of constructing a bridge across Tennessee river 
in said county, approved January 21, 1850, be so amended that 
the Nashville & Chattanooga Railroad Company shall have the 
right to construct and operate a branch of their road from a 
point on the line of their road at or near Bridgeport, in Jack- 
son county, to the Tennessee state line, in a direction to Jasper, 
Tenn. , with all the rights, powers, and privileges pertaining to 
the main line, and subject to the same liabilities and restric- 
tions. (Acts of Ala., 1859-60, No. 216.) 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 277 



CHAPTER XXIII. 

TRACY CITY BRANCH. 
(SEWANKK BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On January 1, 1887, the Tennessee Coal, Iron & Rail- 
road Company, in pursuance of a resolution of its stockholders, 
adopted October 12, 1886, conveyed to the Nashville, Chatta- 
nooga & St. Louis Railway, the railroad, telegraph lines, fran- 
chises, etc., of what is now known as the Tracy City branch. 
The road commences at a point in Franklin county, on the main 
line of the vendee company, known as the "V," just west of 
the entrance to the tunnel under Cumberland mountains, and 
runs thence up the west side of the said mountain, through Se- 
wanee, to Tracy City, a distance of about eighteen miles. The 
consideration paid was six hundred one thousand dollar bonds, 
of which number, however, one hundred were to be retained by 
the Nashville, Chattanooga & St. Louis Railway, and appro- 
priated to the improvement and equipment of the road. A 
deed to said road, properties, franchises, etc., is registered in 
the register's office of Franklin county, in book 12, pp. 501- 
503; in Grundy county, in book H, p. 599; in Marion county, 
in bookQ, p. 404. Said deed is also inserted herein. See next 
chapter. 

The road was originally built by the Sewanee Mining Com- 
pany, a corporation chartered by Acts Tennessee, 1851-52, 
ch. 284, p. 521, sec. .7, and which charter was amended by 
Acts Tennessee, 1853-54, ch. 298, p. t>20, so as to authorize 
the company "to construct a railroad or roads, with one or 
more tracks, 'to be used with steam, animal, or other power, 
from any point or points on the Nashville & Chattanooga Rail- 
road to any or all the coal mine or lands now owned, or that 



ABSTRACT OF TITLE TO TRACY CITY BRANCH 

may hereafter be owned, by said Sewanee Mining Company, 
on the Cumberland mountains,'" etc. 

After its construction, a suit was filed by Thos. Richardson 
against the company, in the circuit court of the United States 
at Nashville, Tenn., and judgment was rendered in his favor 
for a large amount. J. B. Clement, the United States marshal, 
having the writ, levied upon this railroad and other real estate 
of the company, to satisfy the judgment. At the sale that fol- 
lowed, Thomas Richardson became the purchaser of the road, 
franchises, etc., and a deed was duly executed to him on May 
15, 1860, and registered in the register's office of Franklin 
county, in book Z, p. 290; in Marion county, in book H, p. 487. 

Thomas Richardson conveyed the road, franchises, etc., to 
John Cryder, on June 19, 1860, a deed to which is registered 
in the register's office of Franklin county, in book 1, p. 26; in 
Marion county, in book H, p. 598; Grundy county, in book D, 
p. 531. 

John Cryder, Jno. G. Dale, A. S. Colyar, A. M. Rutledge, 
B. F. McGee, E. F. Colyar, E. L. Best, Jno. A. L. Best, and 
Samuel Best, subsequently conveyed the road, franchises, etc., 
to the Tennessee Coal & Railroad Company, on August 31, 
1866, under an agreement to pool their interests and form a 
new company (which agreement is incorporated in the deed). 
A. S. Colyar and the other conveyors joined in the deed with 
John Cryder, as they had acquired an interest by virtue of some 
judgments secured against the Sewanee Mining Company, and 
this deed and agreement was made as a settlement of all matters 
between them. The deed is registered in the register's office of 
Franklin county, in book 2, p. 362; in Marion county, in book 
I, p. 158; in Grundy county, in book E, pp. 424-432. 

Subsequently, the Tennessee Coal & Railroad Company, that 
had in the meantime changed its name to the Tennessee Coal, 
Iron & Railroad Company, conveyed the road, franchises, etc. , 
to the Nashville, Chattanooga & St. Louis Railway, as hereto- 
fore explained. 

1. The Tennessee Coal A Railroad Company was chartered by Acts 
Tenn., 1859-60, ch. 198, p. 582, approved March 24, 1860. It was also 
granted certain rights in Alabama by act passed February 10, 1893. 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 279 

On September 13, 1881, its charter was amended in Tennessee so as to 
change its name to the Tennessee Coal, Iron & Railroad Company. See 
notes to Inman branch, a part of Sequatchie Valley branch, herein. 

2. Legality of purchase of road. The purchase of this road, fran- 
chises, etc.. was legal under Acts Tenn., 1871, ch. 69, which superseded 
the Acts of 1871, ch. 22. 

Width Of right Of way. The width of the right of way on 
this branch is fifty feet on each side of the center of the track, 
save at a point near Monteagle, described in the deed, as will 
fully appear from the deed to the same, which is set out in the 
next chapter. 

For right to take more than fifty feet for right of way when neces- 
sary for railway purposes, see Eminent Domain, Rlijht of Way. herein. 
Refer to index. 

Distance built when road purchased. The entire line from 

Tracy City to the main branch of the Nashville, Chattanooga 
& St. Louis Railway was constructed when the road was pur- 
chased by the latter company. 

What franchises passed under the sale. in addition to the 

other property therein conveyed, the deed specifically trans- 
ferred and conveyed all the rights, franchises, etc., of the com- 
pany, including the telegraph line. By Acts Tenn., 1853-54, 
ch. 298, p. 620, heretofore referred to as amending the charter 
of the Sewanee Mining Company, the said company was allowed 
to build the road, and for such purpose was allowed to purchase, 
have, and hold in fee simple, or for a term of years, any real 
estate. In addition, by sec. 2 of said act, it was allowed to 
condemn property for a right of way or for materials to build 
or repair the same, in a method therein set out; and by sec. 3 
it was authorized to construct its road across or along any public 
road or water course. 



280 DEED TO TRACY CITY BRANCH 



CHAPTER XXIV. 

DEED TO TRACY CITY BRANCH. 

DEED. 

TENNESSEE COAL, IRON & RAILWAY COMPANY, j 

TO Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. ) 

WHEREAS, By resolution adopted at a meeting of the stock- 
holders of the Tennessee Coal, Iron & Railroad Company, held 
on the twelfth day of October, 1886, directing the president 
and directors of said company to sell, alien, and convey, by 
proper instruments, conveyances, certain properties of said 
company, hereinafter described, to the Nashville, Chattanooga 
& St. Louis Railroad, each being corporations chartered under 
the laws of the State of Tennessee, which, among other things, 
provided that the said Tennessee Coal, Iron & Railway Com- 
pany would sell, and the Nashville, Chattanooga & St. Louis 
Railway Company would purchase, all the property hereinafter 
mentioned for the consideration hereinafter set out: 

Now, therefore, by virtue of the power vested in us by the 
stockholders and directors and all other officers of the Ten- 
nessee Coal, Iron & Railroad Company aforesaid, the Tennessee 
Coal, Iron & Railroad Company have this day bargained and 
sold, and do by these present alien, confirm, and convey to the 
Nashville, Chattanooga & St. Louis Railway Company, its suc- 
cessors and assigns forever, all the railroad, beginning in 
Franklin county, State of Tennessee, at the point of its con- 
nection with the main track of the Nashville, Chattanooga & 
St. Louis Railway at a point known as the " V, "' just west of 
the entrance to the tunnel under Cumberland mountain, and 
running thence up the west side of said mountain to Sewanee 
on the top of said mountain, and thence by Monteagle to Tracy 
City, a distance of about eighteen miles, lying and being in the 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 281 

counties of Franklin, Marion, and (irundy, together with all 
the roadways, tracks, su[>erstructures, rails, sidings, switches, 
turnouts, walls, fences, rights of way, cross-ties, lain or on the 
sides, depot houses and station houses, engine house, car house, 
freight house, sheds, buildings and repair shops, depot, land 
and ground provided and used for siding, excluding what is 
known as the Rattlesnake branch and its switches and sidings, 
running from Tracy City to Rattlesnake mines, northeast from 
Tracy City, and including all other property of said company 
not excluded herein. A plan of said railroad has been pre- 
pared and mapped, and the same is here specifically referred 
to and adopted, and the same is made a part of this deed, and 
said right of way for said road is fifty feet on either wldth of 
side of the center of said track between its termini, rlght of wty - 
except at a point near Monteagle, between the fourth and fifth 
mile from Tracy City, viz. : From the point where Holmes' 
track joins the railroad on the south side to where the west 
boundary of Summer's track crosses the track, as indicated by 
a rock, and the same is shown on said map, and opposite the 
lands of Keith Bennett and Holmes, as shown on sides. 

Also the following right of way in Tracy City: Right of way 
for Nashville & Chattanooga Railway in Tracy City, beginning 
at the southwest corner of lot No. 288, 50 feet from the center 
of the track; thence north 58" 15" east 332.1 feet to a stake 
opposite St. Clair street; thence north 52' 20" east 207.2 feet 
to a stake on the culverts; thence north 45' 45" east 216.7 feet 
to a stake; thence north 36' 52" east 105.2 feet to a cross on 
sand rock; thence north 27' 55" east 278.5 feet to a stake near 
the west side of the Tennessee Coal, Iron & Railway Company 
store; thence south 6-4' 13" east 35 feet to a stake 15 feet from 
the center of track; thence north 21' 47" east 55 feet to a stake 
15 feet from the center of the track; thence north 50' .01" west 
35 feet to a stake near the east side of store, and 50 feet from 
the center of track; thence north 15' 39" east 168.3 feet to a 
stake 5 feet past the northwest corner of the old depot, and 50 
feet from the center of the track; thence north 5' 55" east 290.6 
feet to a stake; thence north 13' 24" east 274.4 feet to a stake 



282 DEED TO TRACY CITY BRANCH 

near south line of Bersheba street; thence north 22' 39.2" east 
207.6 feet to a stake; thence north 11' 53" east 161.7 feet to a 
stake near south line of Coke street; thence north 63' 43" west 
18.2 feet to a stake 50 feet from center of track; thence north 
15' 16" east 366.3 feet to a stake; thence north 9' 52" east 639.5 
feet to a stake 6 feet to west of center of coke-oven track; 
thence north 3' 47" east 366.3 feet to a stake near the lower 
end of coke-oven; thence north 17' 48" east 550.1 feet to a 
stake at upper end of coke-oven track, west side; thence south 
30' .07" east 17.3 feet to a stake on the east side of said track; 
thence south 16' 55" west 619.5 feet to a stake 4.5 feet east of 
center of coke-oven track; thence south 79' 19" east 87.5 feet 
to a stake 50 feet to west of center of main track; thence north 
25' 21" east 255.2 feet to a stake 5 feet west of center of track; 
thence north 8' 37" east 575.2 feet to a stake under- ; 
thence north 23' 45" east 356.4 feet to stake near head of cut, 
and 4. 5 feet to west of center of track; thence north 84' . 07" east 
39.4 feet to stake on bank; thence south 15' 36" west 809.8 
feet to stake 7.5 feet to east of center of track; thence south 
14' 46" east 195.9 feet to stake; thence south 12' 36" west 80 
feet to stake; thence 75' 27" east 165 feet to stake; thence south 
15' 33" west 565. 1 feet to stake; thence south 39' 50" west 474.5 
feet to stake 50 feet to east of center of track, passing the 
northwest corner of Terrill's fence at 70 feet; thence south 12' 
.09" west 117.3 feet to stake near the company's stable, and 50 
feet to east of the center of track; thence south 18' .09" west 
647.2 feet to stake in road opposite the company's store and 
50 feet to east of center of track; thence south 26' 21" west 
144.8 feet to a stake in the sawmill yard, and 50 feet from the 
center of the Nashville & Chattanooga track, crossing the Rat- 
tlesnake switch at 60 feet; thence south 53' 15" east 318.5 feet 
to stake in the center of the stable, branch, or creek; thence 
south 23' 53" west 257.9 feet to stake on the east bank of said 
branch, and near its junction with a small branch from under 
the railway; thence north 68' west 80 feet, crossing said small 
branch at 40 feet; thence 69' 17" west 171.7 feet to a stake at 
northeast corner of lot No. 36; thence west with an easterly 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 283 

variation of 45" with line of said lot, 130.1 feet to a stake at 
the corner of said lot; thence south 57' 30" west with the varia- 
tion of 340.9 feet, to stake in line of Sixth street at corner of 
lot No. 34. 

Also all locomotives, tenders, passenger, baggage, and 
other cars, except engines No. 2, 4, and 5, and their equip- 
ments, and all rolling stock and equipments, all machinery, 
tools, implements, rails, chairs, and spikes and material, what- 
soever, and all rights, privileges, franchises, and Franchlses 
hereditaments and appurtenances, connected there- pass> 
with and necessary to the proper use of said road and its fran- 
chises heretofore used in the operation of said road. 

Also the telegraph line running from the l>eginning of said 
road, at the tunnel aforesaid, at or near the town of Cowan, in 
Franklin county, to Tracy city, in the county of Tele - raph 
Grundy, including posts, seal or unseal, all right of llne- 
way, all wires, batteries, fixtures or appurtenances, offices and 
furniture, together with all the rights, privileges, and fran- 
chises, appertaining or belonging to said telegraph line. 

To have and to hold to the said Nashville, Chattanooga & St. 
Louis Railway, all the property, real or personal, franchises, 
rights, appurtenances and privileges thereto appertaining and 
belonging, as hereinbefore specified, mentioned, described, or 
referred to, its assigns, vendors, or successors, forever. And the 
Tennessee Coal, Iron & Railway Company covenants with the 
Nashville, Chattanooga & St. Louis Railway Company, its as- 
signs, vendors, and successors, that it is lawfully seized and 
possessed of all of said property, and that it has a good right 
to convey the same in fee simple and absolutely, as set out 
herein, and that the same is free from all liens, mortgages, and 
other incumbrances whatever, in every part and in every 
respect, and the said Tennessee Coal, Iron Sc Railroad Company 
binds itself to the Nashville, Chattanooga & St. L:>uis Railway, 
its assigns, vendors, and successors, to forever warrant and de- 
fend the title to each and every j>art and parcel of the property, 
real or personal, hereinbefore described, referred to, or men- 
tioned as passing by this deed. 



284 DEED TO TRACY CITY BRANCH 

In consideration of the premises and conveyances hereinbe- 
fore had and made, the Nashville, Chattanooga & St. Louis 
Kailway has executed the following described six per cent, per 
annum coupon bonds of the Nashville, Chattanooga & St. Louis 
Railway, being six hundred in number, each one thousand dol- 
lars, and secured by first lien upon the road, property, and 
franchise, hereinbefore described, each dated January 1, 1887, 
with coupon due January 1, 1888, and all subsequent coupons 
attached, both principal and interest, payable in lawful money 
of the United States, in New York city, coupons payable Jan- 
uary and July for each successive year, of which the Tennessee 
Coal, Iron & Railway Company have received the following 
five hundred bonds, and the Nashville, Chattanooga & St. Louis 
Railway may sell the other hundred, appropriate the proceeds 
to the improvement and equipment of said road and property: 
Twenty bonds of $1,000 each, numbered from 1 to 20, and 
due January 1, 1892; twenty of $1,000 each, numbered from 
21 to 40, and due January 1, 1893; twenty bonds of $1,000 
each, numbered from 41 to 60, and due January 1, 1894; 
twenty bonds of $1,000 each, numbered from 61 to 80, and 
due January 1, 1895; twenty bonds of $1,000 each, numbered 
from 81 to 100, and due January 1, 1896; twenty bonds of 
$1,000 each, numbered from 101 to 120, and due January 1, 
1897; twenty bonds of $1,000 each, numbered from 121 to 
140, and due January 1, 1898; twenty bonds of $1,000 each, 
numbered from 141 to 160, and due January 1, 1899; twenty 
bonds of $1,000 each, numbered from 161 to 180, and due 
January 1, 1900; twenty bonds of $1,000 each, numbered 
from 181 to 200, and* due January 1, 1901; twenty bonds of 
$1,000 each, numbered from 201 to 220, and due January 1, 
1902; twenty bonds of $1,000 each, numbered from 221 to 240, 
and due January 1, 1903; twenty bonds of $1,000 each, num- 
bered from 241 to 260, and due January 1, 1904; twenty bonds 
of $1,000 each, numbered from 261 to 280, due January 1, 1905; 
twenty bonds of $1,000 each, numbered from 281 to 300, and 
due January 1, 1906; twenty bonds of $1,000 each, numbered 
from 301 to 320, due January 1, 1907; twenty bonds of $1,000 



NASHVILLE, CHATTANOOGA <fc ST. LOUIS RAILWAY. 285 

each, numbered from 321 to 340, due January 1, 1908: twenty 
bonds of $1,000 each, numbered from 341 to 360, due Janu- 
ary 1, 1909; twenty bonds of $1,000 each, numbered from 
361 to 380, due January 1, 1910; twenty bonds of $1,000 
each, numbered from 381 to 400, due January 1, 1911; twenty 
bonds of $1,000 each, numbered from 401 to 420, and due Jan- 
uary 1, 1912; twenty bonds of $1,000 each, numbered from 
421 to 440, due January 1', 1913; twenty bonds of $1,000 
each, numbered from 441 to 460, due January 1, 1914; twenty 
bonds of $1,000 each, numbered from 461 to 480, and due 
January 1, 1915; twenty bonds of $1,000 each, numbered 
from 481 to 500, and due January 1, 1916; and one hundred 
of said bonds are numbered from 501 to 6<>0 inclusive, and due 
January 1, 1917. This January 1, 1887. 

TENNESSEE COAL, IRON & RAILROAD COMPANY, 
[SEAL.] By NATHANIEL BAXTER, JR., President. 

By G. W. McCoiiMACK, Secretary pro tempwe. 

The above deed was properly acknowledged and registered in the 
register's office of Franklin county, in book 12, p. 501-3; in Grundy 
county, in book H, p. 599; in Marion county, in book Q, p. 404. 



286 ABSTRACT OF TITLE SHELBYVILLE BRANCH 



CHAPTER XXV. 

SHELBYVILLE BRANCH. 

How acquired by Nashville, Chattanooga & St. Louis Railway. 

What is known as the Shelbyville branch that is, the 
branch from Wartrace to Shelbyville was built by the Nash- 
ville, Chattanooga & St. Louis Railway under and pursuant to 
an act of the legislature of the State of Tennessee, 1849-50, 
ch. 266, sec. 3, passed January 19, 1850. The act referred to 
provided, among other things, that "the Shelbyville branch, 
and such other branches of the Nashville & Chattanooga road 
as may be made, shall have all the rights and privileges, and 
shall be placed in all respects on the same footing with the 
Nashville & Chattanooga road." 

The road was built about day of - , 18 . 

Width Of right Of Way. Inasmuch as the above act con- 
ferred upon this branch all the rights and privileges, and placed 
it in all respects upon the same footing with the Nashville & 
Chattanooga road, its width of right of way must now be de- 
termined by the provisions of sees. 24 and 25 of the charter 
of the Nashville, Chattanooga & St. Louis Railway, which 
give one hundred feet on either side of the center of the road, 
in the absence of any contract with the original landowner to 
the contrary. For charter of Nashville, Chattanooga & St. 
Louis Railway, see ch. 1, herein. 

For a general discussion of this and kindred subjects, together with 
the right and method of taking more than two hundred feet, when nec- 
essary, for railroad purposes, see Eminent Do/nmu, Riyld of Way, herein. 
Refer to index. 



N \-HVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 287 



CHAPTER XXVI. 

TENNESSEE A COOS A RAILROAD COMPAXV. 

llKANc Il.| 



How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On April 6, 1891, the Tennessee & Coosa Railroad 
Company, in pursuance of the respective resolutions of its 
directors arid stockholders, passed in the city of Huntsville, 
Alabama, on the thirty-first day of March, 1891, sold its road, 
property, franchise*, etc., to the Nashville, Chattanooga & St. 
Louis Railway. The consideration paid was the cancellation of 
a debt of over four hundred thousand dollars, due by the said 
Tennessee & Coosa Railroad Company to the said Nashville, 
Chattanooga & St. Louis Railway; the further cancellation of 
one hundred and five thousand dollars of the first and only 
mortgage bonds of the Tennessee & Coosa Railroad Company, 
which bonds were held and owned by the Nashville, Chattanooga 
& St. Louis Railway; and the agreement on the part of the 
said Nashville, Chattanooga <fc St. Louis Railway that it would 
pay to each stockholder of said vendor company the par value 
of his stock on surrender of the certificate thereof, and com- 
plete the line of road to a point at or near Gunter's landing, 
on the Tennessee river, and thence across said river to some 
point on its line of railroad north of said river, so as to form a 
continuous line of road from Gadsden, Alabama, to Nashville, 
Tennessee. The deed of conveyance is registered in the judge 
of probate court of Marshall county, in book S, pp. 277-289; 
in Etowah county, in book 31, p. 366. Said deed is also set 
out herein in next chapter. 

1. Previous conveyances. A deed had previously been executed to 
the road, franchises, etc., by the said Tennessee fe Coosa Railroad Com- 
pany, which deed was 'registered in the judge of probate court of Mar- 
shall county, in book S. pp. -'SO-'.i.'W, and in Etowah county, in book U, 
pp. 304-308. This deed was corrected and supplanted, however, by the 
one referred to above. 



288 ABSTRACT OF TITLE GADSDEN BRANCH 

2. The road has been completed from Gadsden to Huntsville. thus form- 
ing- a continuous line, with the Huntsville & Elora branch and the main 
line, to Nashville, as provided for in the deed. 

3 . Legality of the sale. There was nothing in the charter of the Ten- 
nessee fc Coosa Railroad Company authorizing it to ttell its road, but by 
Acts Alabama. 1890-91, p. 5(58. which amended $ 1586 of the code, the au- 
thority was granted. See, also, Acts Alabama, 1890-91, p. 1086; Acts Ala- 
bama, 1886-87, p. 63. The Nashville, Chattanooga & St. Louis Railway 
had the right to purchase under Acts Tennessee, 1871, ch. 69; Code Ten- 
nessee (M. & V.), I 1250; Shannon's, \ 1509. 

What franchises passed under this sale. in addition to the 

road, property, right of way, etc., therein conveyed, the deed 
specifically transferred all rights, privileges, and franchises of 
the company. For an enumeration of the same, see the char- 
ter of the Tennessee & Coosa Railroad Company farther on in 
this chapter. 

Additional franchises. In addition to the franchises that passed to 
the Nashville, Chattanooga & St. Louis Railway by virtue of its pur- 
chase of the Tennessee & Coosa Railroad, the legislature of Alabama, 
by Acts 1890-1, p. 154, approved December 10, 1890, conferred upon the 
Nashville, Chattanooga & St. Louis Railway the power to construct and 
operate its road, or a branch thereof, in and through the counties of Mad- 
ison, Marshall, and Etowah. from Huntsville to Attalla or Gadsden. with 
all the rights, privileges, and immunities not in conflict with the consti- 
tution of the State of Alabama, and subject to such restrictions as are 
granted to and imposed upon the said Nashville. Chattanooga & St. 
Louis Railway by the act or acts chartering the same. For franchises, 
etc., of Nashville, Chattanooga & St. Louis Railway charter, see ch. 1, 
herein. This was a valuable franchise, and will now doubtless control 
in all cases. 

Distance road built when purchased. Only about thirty 

miles of road, commencing at Gadsden and extending in the 
direction of the Tennessee river, had been built when purchased 
by the Nashville, Chattanooga & St. Louis Railway. Under 
and by virtue of the franchises acquired in the sale, however, 
and by Acts Ala., 1890-1, p. 154, above referred to, the Nash- 
ville, Chattanooga & St. Louis Railway has since constructed 
the road to Huntsville. 

The road from Huntsville to the Tennessee state line in the direction 
of Elora, was constructed under the charter of the Huntsville & Elora 
Railroad Company. See charter of that road on p. 214, herein, which 
will also explain how the road from that point to Elora, and from there 
through Winchester to the main line, was built. 

Width Of right Of way. It is one of the peculiarities of this 
charter that no power was granted in it to condemn a right of 
way. The company had to rely solely upon its purchasing 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 289 

power, save where the landowner was an infant, nonresident, 
or iton compos mentis. In the latter cases a jury was allowed 
to assess the damages. Moreover, there is no clause in the 
charter or amendments thereto providing for a width of right 
of way in the event no contract was entered into with the origi- 
nal landowner, or in the event no assessment of damages was 
had, nor does the deed to the road provide for any specified 
width. The deed transfers the "right of way" but does not 
designate what its width is. Under the circumstances the width 

O 

along the line actually constructed when the purchase was made 
at each point will depend upon the number of feet acquired by 
the Tennessee & Coosa Railroad Company, and to determine 
which reference must be had in each instance to the records on 
file in the respective counties through which the road runs. It 
appears, however, from the case of East Alabama Railroad 
Company v. Tennessee <& Coosa Railroad Company, decided in 
78 Ala., 274, that the width of right of way along that part 
actually constructed when the Nashville, Chattanooga & St. 
Louis Railway purchased the road, franchises, etc., was one 
hundred feet. See, also, 75 Ala., 516; 73 Ala., 426; 68 Ala., 
383; 64 Ala., 108. 

As to that part of the road built by the Nashville, Chatta- 
nooga & St. Louis Railway from Huntsville to the old termi- 
nus of the Tennessee & Coosa Railroad, however, the width of 
the right of way will be controlled by the provisions of sections 
24 and 25 of the charter of the Nashville, Chattanooga & St. 
Louis Railway, as by Acts Ala., 1890-91, p. 154, above re- 
ferred to, all the rights, privileges, franchises, etc., of that 
charter were extended over the line of this road. This being: 

O 

so, the width of right of way over this part will be one hundred 
feet on each side of the center of the road, where the owner 
faih to apply in time for as8esiuent of value, in the absence of 
any contract to the contrary with the landowner. See charter 
of Nashville, Chattanooga & St. Louis Railway in chapter 1, 
herein. 

For right to take more than one hundred feet on each side, when 
necessary for railroad purposes, see Eminent Domain, Right of H r uj/, 
herein. Refer to index. 

19 



290 ORIGINAL CHARTER dADSDEN BRANCH 

ORIGINAL CHARTER OF TENNESSEE & COOSA 
RAILROAD COMPANY. 

[Acts Ala., 1844-5, No. 220, p. 170.] 

Preamble. WHEREAS, A connection by railroad of the nav- 
iorable waters of the Tennessee with those of the Coosa river 

O 

is a project greatly desired by the citizens of a large portion of 
the State of Alabama; and, 

WHEREAS, It would develop its resources, bind together sec- 
tions now remote, and tend generally to the advancement and 
the prosperity of the state; therefore, 

SECTION i. Commissioners, books opened, subscriptions. 

Be it enacted by the Senate and House of Representatives of the 
State of Alabama, in General Assembly convened, That B. M. 
Lowe, George Cox, George Steele, William Brandon, George 
P. Burn, William J. Mastin, William Echols, John Reede, 
Rodah Horton, John W. Otcy, William McDonald, George 
Russell, Fleming Jordan, William Ront, and John Robinson, 
of Madison county; Charles Roach, Moses Jones, William M. 
King, and John Hudson, of Jackson county; Lew Wyth, Sim- 
son Nichols, Albert Henry, and Allen Lovelace, of Marshall 
county; Simpson Newman, and Jacob T. Bradford; of DeKalb 
county; and George Hughes, of Cherokee county, be, and 
they are hereby, appointed commissioners, any thirteen of 
whom shall be competent to act, and do all business necessary 
to be done, by virtue of this act of incorporation; and they 
shall open books of subscription for the capital stock of the 
Tennessee & Coosa Railroad Company, at such time and places, 
and with such notice as they may think proper; Provided, The 
same be not less than thirty da}'s. 

SEC. 2. Capital stock, value of shares, increase of capital. 

And be it furtlier enacted, That the capital stock of said rail- 
road company may be five hundred thousand dollars, in shares 
of one hundred dollars each, with the privilege of increasing 
one-third, should said increase be found necessary for its con- 
struction and future management. 

SEC. 3. Termini, route. And be it farther enacted, That said 
railroad shall extend from some point at or near Gunter's land- 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 291 

ing, upon the Tennessee river, to the most eligible point on the 
Coosa river, l>etween the base of the Lookout mountain and Ten 
Island Shoals, and shall be located with a view to the extension 
at some future day, to some point on the Alabama river. 

Termini changed; may extend road to Tennessee line, and to Gads- 
den, etc. Hy Acts Ala., 1872-3, p. 422, the above section was amended so 
as to read as follows: "Said railroad shall extend from some point at or 
near Gunter's landing, on the Tennessee river, to a point to be selected 
by said company, or their successors, on the boundary line between the 
states of Tennessee and Alabama, with a view to its further extension in 
a northern or northwestern direction, as said company may determine, 
and from said point at or near Gunter's landing, on said Tennessee river, 
to some point at or near the towns of Attalla or Gadsden, in Etowah 
county, thence by way of the cities of Talladega and Wetumpka to the 
city of Montgomery, on the Alabama river; Provided, That the provisions 
of this act shall in nowise impair or affect any contract or agreement 
heretofore made by the said Tennessee & Coosa Railroad Company with 
the East Alabama fe Cincinnati Railroad Company." See act itself, which 
contains same conditions, in next chapter. 

SEC. 4. Incorporation, name, general powers. And be it 

further enacted, That as soon as fifty thousand dollars shall have 
been subscribed to the capital stock of said company, the sub- 
scril>ers of said stock, their successors and assignees, shall lie, 
and they are hereby, declared to be incorporated into a com- 
pany by the name of the Tennessee & Coosa Railroad Company; 
and by that name shall be capable in law of purchasing, hold- 
ing, leasing, selling and conveying, real, personal, and mixed 
property, so far as shall be necessary for the purposes of this 
incorporation; and by said incorporated name may sue and be 
sued, plead and be impleaded, answer and be answered unto in 
any court of law or equity in this state or elsewhere; and to 
have and use a common seal, and the same to alter or amend at 
pleasure; to pass such by-laws, rules, and ordinances for the 
good government of said corporation as to them may seem 
proper; and generally to do all things to carry into effect fully 
and completely the objects of this act. 

SEC. 5. Election of directors and president, scale of voting, 

proxies. And be it further enacted, That as soon as fifty thou- 
sand dollars shall have been subscribed, the commissioners, 
hereby apjx)inted, shall call a general meeting of the subscribers 
at such time and place as they may appoint; and, at such meet- 
ing, the said subscribers, or a majority of them in value, shall 



292 ORIGINAL CHARTER GADSDEN BRANCH 

elect nine directors, by ballot, to manage the affairs of said 
company; and the commissioners, as aforesaid, or any three or 
more of them, shall be judges of said first election of directors; 
and the directors thus chosen shall elect, among themselves, the 
president of said company, and allow him such compensation as 
they may think proper; and on all occasions wherein a vote of 
stockholders shall be necessary to be taken, each stockholder 
shall be allowed one vote for every share owned by him or her; 
and any stockholder may depute any other person to vote and 
act for him or her as his or her proxy. 

SEC. 6. Annual elections; powers of and removal of di- 
rectors I Vacancies, hOW filled.^ it further enacted, That 
the president and directors of said company shall be chosen 
annually by the stockholders of said company; and if any va- 
cancy shall occur by death, resignation, or otherwise, of any 
president or director before the year for which they were 
elected shall have expired, such vacancy shall be filled by the 
president and directors, or a majority of them; and that the 
president and directors shall hold their office until their suc- 
cessors are chosen and qualified, shall have power to call meet- 
ings of stockholders at any time, and a majority of the stock- 
holders shall have power to remove the president or any di- 
rector, and to fill all vacancies occasioned by removal, at 
pleasure. 

Time of holding 1 election of directors changed. By Acts of Ala., 
1866-7, p. 163, No. 183, this section was amended so as to change the 
time of holding 1 the election of president and directors from the twenty- 
second of November to the first Monday in January, and, in addition, 
legalized all acts done by directors from November 22, 1866, to the first 
Monday in January, 1867. 

SEC. 7. Powers of directors, mortgages.^ it further 

enacted, That said president and directors, or a majority of 
them, may appoint all such officers, engineers, agents, or ser- 
vants, whatsoever, as they may deem necessary to carry on the 
business of said company, and may dismiss them at pleasure; 
a majority of them shall determine the compensation of all 
officers, engineers, and servants of said company; shall have 
power to pass all by-laws which they may deem necessary and 
proper for exercising all the powers vested in this company for 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 298 

carrying into effect the objects of this act; Provided only, That 
such by-laws shall not be contrary to the laws of this state or 
of the United States; and said president and directors, or a 
majority of them, are empowered to borrow money to carry 
into effect the object of this act, to issue certificates or other 
evidences of such loan, and to pledge the projrarty of said com- 
pany for the payment of same, with interest. 

By Acts Ala., 1857-8, No. 295. p. 310, the president and directors of 
this company were required to make a report on the fifteenth day of De- 
cember, 1857. and every six months thereafter, to the governor of the 
state, showing 1 the manner in which it had used the money received un- 
der the provisions of an act entitled "An act to appropriate the unap- 
propriated part of the two per cent, fund, and a portion of the three per 
cent, fund." approved February 4, 1850. See act itself for character of 
report, which act is set out in next chapter. 

SEC. 8. Installments, stock may be sold for. Ami be it 

further enacted, That the said president and directors shall 
have power to require the stockholders of said company to pay 
such installments on their respective shares of stock in said 
company, and at such times as they may think best for the in- 
terest of said company; and, upon the failure or refusal of any 
stockholder to pay the installment required on his, her, or their 
stock, in pursuance of any call made by said president and di- 
rectors as aforesaid, said president and directors may, upon 
giving thirty days' notice, proceed to sell, at public sale, the 
share or shares of said stock owned by such stockholder, or 
such part as they may think proper, to the highest bidder, and 
if, upon the sale of the shares of said stock owned by said de- 
faulting stockholder, said stock should be sold for less than 
the amount due upon installments as above mentioned, said 
stockholder shall be liable to pay to the said company the defi- 
ciency, in manner and form hereafter specified. 
See notes to sec. 9 of this charter. 

SEC. 9. Installments, stockholders may be sued for, how. 

And Iw it further enacted, That upon the failure or refusal of 
any stockholder to pay any installment called for or demanded 
by the president and directors of said company; or if, upon the 
sale of said shares, as before specified, they shall IKJ sold for 
less than the amount due upon the installments as above men- 



294 ORIGINAL CHARTER GADSDEN BRANCH 

tioned, the president and directors, upon giving twenty days' 
notice to said defaulting stockholder, may proceed by their 
attorney to move the circuit court of the county in which said 
stockholder may reside for judgment against said stockholder 
for the amount called for by the president and directors of said 
company, or, as the case may be, for any deficiency that may 
occur in the sale of said stock as above specified; and said court 
is hereby authorized and empowered and required to render 
judgment against said defaulting stockholder at the same term 
of the court at which said motion is made, which judgment, so 
given, shall be a lien on the real and personal property of said 
stockholder, and execution shall issue, as upon other judg- 
ments, for the amount of said judgment and cost, and all 
notices hereby required to be given to any defaulting stock- 
holder shall be issued by and in the name of the secretary to 
the board of directors, and served by the sheriff of the county 
in which the stockholder may reside, and shall be returned to 
the office of the clerk of the court as in cases of common writs, 
and the sheriff shall be entitled to one dollar for serving said 
notice, which, with all costs that may accrue on said proceed- 
ings shall be paid by the party against whom judgment may be 
rendered. 

1. Charter amended. By Acts Ala., 1855-56, No. 316, p. 322, the 
above section was amended so as to allow the company to bring- suit for 
installments due upon subscriptions for stock before any justice of the 
peace, when amount due at time of suit is less than fifty dollars. 

2. Same. The same act provided that in such suits no one should be 
excluded from being- a witness by reason of being- a stockholder. See 
act itself in next chapter. 

SEC. 10. Land for right of way, how acquired. And ~be it 

further enacted, That the president and directors of said com- 
pany are hereby authorized to contract for and receive convey- 
ances of land, stone, timber, and wood, which may be neces- 
sary or required in the construction of said railroad; and when 
the owner and company cannot agree upon the price, or when 
the owner is an infant, nonresident, or non compos mentis, then 
it shall be lawful for the president and directors of said com- 
pany to apply to the sheriff of the county in which said lands 
or other property may be situated, who shall summon a jury 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 295 

of seven disinterested freeholders, a majority of whom shall IKJ 
authorized to assess the damages, and return their award or 
judgment to the next term of the circuit court for the county 
in which said land or other property may be situated, which 
shall be entered by the clerk as the judgment of the court; and 
execution may issue thereupon for the amount of said judgment 
and costs; Provided always, That if either party shall, upon the 
return thereof, be dissatisfied, they may, upon tiling bond, with 
good and sufficient security, in such sum as the court may order, 
be allowed an appeal to the next term of the circuit court, where 
said case shall stand for trial de now, pryided thirty days' 
notice shall have been given to the opposite party, issued by 
the clerk of the court, and served by the sheriff of the county. 

Land for right of way, how acquired. It will be noticed, as one of 
the peculiarities of this charter, that no power was granted to condemn 
a right of waj*. The company had to rely solely upon its intrc)utslny 
power, save when the landowner was an infant, nonresident, or Turn 
compos mentis. In the latter mentioned cases a jury was allowed to 
assess the damages. There is no clause in the charter or amendments 
providing for a wblth of right of way in the event no contract was en- 
tered into with the original landowner, or in the event no assessment of 
damages was had. 

By Acts Ala.. 1890-91, p. 154, approved December 10, 1890. however, 
the Nashville, Chattanooga & St. Louis Railway was granted the power 
to construct and operate its road, or any branch thereof, in and through 
the counties of Madison, Marshall, and Etowah, from Huntsville to 
Attalla or Uadsden, with all the rights, privileges, and immunities not 
in conflict with the constitution of Alabama, as were granted to it in the 
act or acts chartering the same. Sections 24 and 25 of the charter of 
the Nashville. Chattanooga & St. Louis Railway provide for a method 
of condemnation. See ch. 1, herein. This would hold good over that 
part of the road from Huntsville to the terminus of the old Tennessee & 
Coosa Railroad, which latter line [from Huntsville to said terminus] was 
built by the Nashville, Chattanooga & St. Louis Railway after the above 
Acts of 1890-91, p. 154, had been passed, and would also possibly hold 
good over the entire line to (Jadsden. 

Width of right of way. See 75 Ala., 516; 73 /?>., 426; 88 lb., 383; 64 
Ib., 108. See, also, first part of this chapter. 

SEC. 11. Oath Of jury. And be it fnrtfter enacted, That 
the jurors trying such case shall take the following oath, which 
oath the sheriff is hereby authorized to administer: "You, and 
each of you, do swear (or affirm, as the case may be\ that you 
will well and truly try the case now pending and submitted to 
your decision, between A B, complainants, and the president 
and directors of the Tennessee & Coosa Railroad Company, 



296 ORIGINAL CHARTER GADSDEN BRANCH 

defendants; and that you will take into consideration the ad- 
vantages and value which the construction of the railroad may 
give to lands or other property, as well as the injury said 
lands or other property may sustain by its construction through, 
or near which it may be constructed: So help you God." 

SEC. 12. Title to land acquired, work not to be delayed. 

And be it further enacted, That the said lands or other prop- 
erty, when so condemned and estimated as aforesaid, shall 
inure to, and become the property of said company forever, 
upon the payment, by said company, of the amount assessed 
by said jury to th^party claiming damages on account of the 
construction of said road through said land, or for such other 
property; And provided further, That said work shall in no- 
wise be delayed on account of proceedings had as aforesaid. 

SEC. 13. Injury tO road, penalty. And be it further enacted, 
That in case any person shall willfully injure or obstruct, in 
any degree, the said road or roads, he shall forfeit and pay to 
the president and directors of said company three times the 
amount of all damages they may sustain in consequence thereof; 
to be sued for and recovered in the same manner as provided 
by law for individuals in like cases. And on complaint made 
to any magistrate within whose jurisdiction such offense shall 
be committed, it shall be the duty of such magistrate to bind 
the person or persons so offending, with sufficient security, for 
his or their good behavior for a period of not less than one 
year; and such offender shall also be subjected to indictment, 
and shall be sentenced, at the discretion of the court, to be 
imprisoned not less than three nor more than six months. 

SEC. 14. Public roadS not tO be Obstructed. An d be it fur- 
ther enacted, That in the construction of said railroad the pres- 
ident and directors of said company shall not, in any way or 
manner, obstruct any public road now established; but shall 
provide convenient passages to travel over said road. 

SEC. 15. Subscriptions may be paid in what. And be it fur- 
ther enacted, That payments of the subscription to the stock in 
said railroad may be made in the materials, labor, provisions, 
and all and everything necessary for the construction of said 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 297 

road, which the board of directors, at their discretion, may 
deem it expedient to accept. 

SEC. 16. Tolls; net profits not to exceed what. Ami be it 

further enacted, That after the completion of said road, or any 
part thereof, the said president and directors may lay and col- 
lect tolls from all persons, property, merchandise, and other 
commodity transported thereon; Provided, The net profits of 
said road shall never exceed twenty-five per cent, per annum. 

By Acts Ala., 1869-70, p. 290, No. 245. sec. 2, approved March 2, 1870, 
the company was required to transport passengers at a rate not to exceed 
four cents per mile, and local freight at a rate not to exceed 25 per cent, 
higher than is charged for through freight. See act itself in next chapter. 

SEC. 17. Other roads may CrOSS this. And le it farther 
enacted, That the general assembly reserve the right and power 
to authorize the construction of any railroad to cross the one 
authorized by this act, at any point the general assembly may 
think proper. 

By Acts Ala.. 1857-8, No. 152. p. 162, sec. 2, the Winchester & Alabama 
Railroad was allowed to connect with this railroad at or near some con- 
venient point near the Davidson Hollow, but this was never done, as the 
said road was never extended into Alabama. 

SEC. is. Banking and issuing circulating paper prohibited. 

And be it further enacted, That nothing in this act shall l>e so 
construed as to confer upon said company any right to exercise 
the power of a banking company or to issue any description of 
paper or evidences of debt intended as circulation. (Acts Ala., 
1844-5, No. 220, p. 170; approved January 16, 1844.) 



298 DEED AND ACTS RELATING TO GADSDEN BRANCH 



CHAPTER XXVII. 

DEED TO AND ACTS RELATING TO TENNESSEE & COOSA 
RAILROAD. 

DEED. 

This indenture witnesseth that, whereas, on the thirty-first 
of March, 1891, the following contract of conveyance between 
the Tennessee & Coosa Railroad, party of the first part, and the 
Nashville, Chattanooga & St. Louis Railway, party of the 
second part, was made, to wit: 

This indenture, made and entered into on this, the thirty- 
first day of March, 1891, by and between the Tennessee & 
Coosa Railroad Compan} 7 , a corporation organized and existing 
under the laws of the State of Alabama, part} T of the first part, 
and the Nashville, Chattanooga & St. Louis Railway, a corpo- 
ration organized and existing under the laws of the State of 
Tennessee, party of the second party, witnesseth that, 

WHEREAS, Said party of the first part is justly indebted to 
the party of the second part in a large sum of money, exceed- 
ing the sum of four hundred thousand dollars, for money by 
said party of the second part paid, laid out, and expended by 
said party of the second part in satisfaction of debts and liabili- 
ties of said party of the first part, and in the construction and 
equipment of the line of road of the said party of the first part 
from the city of Gadsden, in the county of Etowah, to a point 
on the located line of said road near the city of Guntersville, 
in the county of Marshall, in the State of Alabama; and, 

WHEREAS, Said party of the second part is the owner of one 
hundred and five (105) of the first and only mortgage bonds of 
this company, each for the payment of one thousand dollars, 
which bonds, with the semiannual interest thereon for the years 
1888, 1889, and 1890 are unpaid; and, 



NASHVILLE, CHATTANOOGA 4 8T. LOUIS RAILWAY. 299 

WHEREAS, At a meeting of the board of directors of the said 
party of the first part, convened in the city of Huntsv'ille, in 
the State of Alabama, on the thirty-first day of March, 1891, 
of which meeting each director had due and legal notice, a pre- 
amble and resolutions, in the words following, were adopted by 
said board of directors: 

" WHEREAS, This company is justly indebted to the Nashville, 
Chattanooga and St. Louis Railway in a sum exceeding four 
hundred thousand dollars, which sum has been expended in the 
construction and equipment of the line of road of this company 
from the city of Gadsden, in the county of Etowah, to a point 
near the city of Guntersville, in the county of Marshall, in the 
State of Alabama, and in the payment of debts and liabilities 
of this company; and, 

"WHEREAS, Said Nashville, Chattanooga & St. Louis Kail- 
way was induced to aid this company by the expenditure and ad- 
vance of said sum of money with a view and for the purpose of 
connecting a line of road of this company to and with the line 
of road of said Nashville, Chattanooga & St. Louis Railway 
north of the Tennessee river, at some point on such line either 
in the county of Madison or in the county of Jackson in this 
state, so that a continuous line of railroad would be constructed 
and operated to and from said city of Gadsden to such point on 
the lines of railroad of said Nashville, Chattanooga & St. Louis 
Railway north of the Tennessee river as may be selected, and 
thence to Chattanooga and Nashville in the State of Tennessee; 
and, 

" WHEREAS, Said Nashville, Chattanooga & St. Louis Railway 
is the holder and owner of one hundred and five (105) of the 
first and only mortgage bonds of this company, each for the 
payment of one thousand dollars, and which, with the semian- 
nual interest thereon for the years 1888, 1889, and 1890, are 
unpaid; and, 

" WHEREAS, This company has not the ability to pay the said 
debt and to continue the construction of its said line of road 
from the city of Gadsden to a point at or near Gunter's land- 
ing on the Tennessee river, and thence across said river, con- 



300 DEED AND ACTS RELATING TO GADSDEN BRANCH 

necting with other lines of railroad, without the borrowing of 
money and contracting a large indebtedness, which is not be- 
lieved to be to the interest of the stockholders; therefore, 

" 1. Be it rexolved, That it is expedient to the interest of 
this company and to the best interest of the stockholders, to 
make sale to said Nashville, Chattanooga & St. Louis Railway 
of all the property, rights of property, real and personal, and 
of all the rights, privileges, and franchises of this company, in 
payment of the said indebtedness of this company, the said 
Nashville, Chattanooga & St. Louis Railway stipulating and 
covenanting to assume and discharge any and all other. debts 
and liabilities of this company, and to pay each shareholder of 
the company the par value of his stock; and further stipulating 
to continue and to complete the construction of the line of road 
of this company, now in the course of construction, to a point 
at or near Gunter's landing on the Tennessee river, and thence 
across said river to a point on its line of railroad aforesaid; 

"2. Be it farther resolved, That the foregoing preamble and 
resolution shall be submitted to a meeting of the stockholders 
of this company, called for the purpose of considering the same, 
of which meeting due and legal notice shall be given said stock- 
holders; and, if the said preamble and resolution be approved 
by a majority of said stockholders, and the stockholders of said 
Nashville, Chattanooga & St. Louis Railway, and the board of 
directors thereof shall assent to make the purchase on. the terms 
and conditions expressed in said resolution, the board of di- 
rectors of this company are authorized and empowered to cause 
all necessary and proper conveyances to said Nashville, Chat- 
tanooga & St. Louis Railway to be made and executed by this 
company; " and, 

WHEREAS, Subsequently said preamble and resolutions were 
submitted to a meeting of the stockholders of said party of the 
first part, convened in the city of Huntsville aforesaid, on the 
thirty-first day of March, 1891, for the purpose of considering 
the same, of which meeting, and the purpose for which it was 
called, due and legal notice was given to each and every stock- 
holder, saving and excepting W. C. Waddle, A. M. Davenport, 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 301 

and H. W. Pickens, who own, in the aggregate, twelve shares, 
and whose residence were, and are, unknown; and, 

WHEREAS, After considering said resolutions, said stock- 
holders, at said meeting, adopted a resolution approving the 
said preamble and resolutions, and instructing the board of 
directors of the party of the first part to make the said sale and 
all the necessary and proper conveyances to carry the same 
into effect; and, 

WHEREAS, The said stockholders and the board of directors 
of the said party of the second party have considered the said 
preamble and resolutions, and have approved the same, and 
assented to the said sale on the terms and conditions in said 
preamble and resolutions expressed: 

Now this indenture further witnesseth: That for and in con- 
sideration of the stipulations and covenants of said party of the 
second part hereinafter expressed, and for and in consideration 
of the satisfaction of the debts and liabilities of said part}' of 
the first part to said party of the second part hereinbefore 
mentioned, said party of the first part hath given, granted, 
bargained and sold, and conveyed, and by these presents doth 
give, grant, bargain, sell, and convey unto said party of the 
second part, its successors and assigns, forever, all the line of 
said road of said party of the first part now constructed, ex- 
tending from said city of Gadsden, in all about thirty miles in 
length; and also the right or rights of way therefor, roadbed, 
superstructure, and all lands and depot grounds, station houses, 
depots, tools, materials, equipments, and rolling stock, and all 
other property, real or personal, appertaining to said road and 
the use thereof, now owned or jx>ssessed by said party of the 
first part, and also including any and all other property, real 
or j)ersonal, and all rights of property now had or Franchlses 
possessed by said party of the first part, and all pass< 
the rights, privileges, and franchises which are held and pos- 
sessed by said party of the first part. 

To have and to hold the above mentioned and hereby granted 
property and rights of property, rights, privileges, and fran- 
chises, unto the said party of the second part, its successors and 



302 DEED AND ACTS RELATING TO GADSDEN BRANCH 

assigns, forever; and said party of the second part, for itself, 
its successors and assigns, doth hereby stipulate and covenant 
to and with said party of the h'rst part for and in consideration 
of the premises, that it will pay and satisfy all debts and lia- 
bilities now existing against said party of the first part; and, 
further, that it, the said party of the second part, its successors 
and assigns, wiH pay to each stockholder of the said party of 
the first part the par value of his stock on the surrender and 
cancellation of his certificate or certificates of stock. 

And, further, that it, said party of the second part, its suc- 
cessors and assigns, will continue and complete the construc- 
tion of the line of railroad hereby granted and conveyed to a 
point at or near Gunter's landing on the Tennessee river, and 
thence across said river to some point on its said line of rail- 
road north of said river, so as to form the continuous line of 
road in the said preamble and resolution contemplated and in- 
tended. 

In witness whereof, the parties hereto have caused these pres- 
ents to be signed by their respective presidents and their corpo- 
rate seals to be hereto affixed and attested by their respective 
secretaries the day and year above written. 

THE TENNESSEE & COOSA RAILROAD COMPANY, 
By J. W. THOMAS, President. 

The Tennessee & Coosa Railroad Company has no seal. 

Attest: J. H. AMBROSE, Secretary. 

NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 
[SEAL.] By J. W. THOMAS, President. 

Attest: J. H. AMBROSE, Secretary. 

AND, WHEREAS, Upon submission of this contract of con- 
veyance to the directors of the Nashville, Chattanooga & St. 
Louis Railway, at a meeting held at the office of said railway 
on the fourth day of April, 1891, the following resolution was 
adopted : 

"\VHEREAS, Upon submission to the board of directors of 
the Nashville, Chattanooga & St. Louis Railway of the deed 
and contract of conveyance of the Tennessee & Coosa Railroad 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 303 

Company of its properties, franchises, etc., it was discovered 
that by oversight the following clauses were inserted in the 
conveyance: 'The said Nashville, Chattanooga & St. Louis 
Railway stipulating and covenanting to assume and discharge 
any and all other debts and liabilities of this company, and to 
pay each shareholder of the company the par value of his stock, 
and for and in consideration of the satisfaction of the debts 
and liabilities of said party of the first part to said party of 
the second part, hereinbefore mentioned; and said party of 
the second part, for itself, its successors and assigns, doth 
hereby stipulate and covenant to and with said party of the 
first part, for and in consideration of the premises, that it will 
pay and satisfy all the debts and liabilities now existing against 
said party of the first part;' and, 

" WHEREAS, This formed no part of the consideration 
passing between this company and the Tennessee & Coosa Rail- 
road Company, 

" Be it resolved by the Board of Directors of the Na*hville, 
Chattanooga & St. Louis Railway, That said deed and contract 
of conveyance be, and it is hereby, approved and accepted, 
with the exception of said above mentioned clauses, and the 
president of this company is directed to execute with the Ten- 
nessee & Coosa Railroad Company an agreement by which said 
deed and contract of conveyance shall be so amended as to 
eliminate said clauses;'' and, 

WHEREAS, At a meeting of the board of directors of the 
Tennessee & Coosa Railroad Company, held at Huntsville, 
Ala., on the sixth day of April, 1891, the said contract of 
conveyance having been submitted to said board, the following 
resolutions were adopted: 

" WHEREAS, Tpon submission to the board of directors of 
the Tennessee & Coosa Railroad Company of the deed and 
contract of conveyance of the Tennessee & Coosa Railroad 
Company of its projHjrties, franchises, etc., to the Nashville, 
Chattanooga & St. Louis Railway, it was discovered that by 
oversight the following clauses were inserted in the conveyance: 
k The said Nashville, Chattanooga & St. Louis Railway stipulat- 



304 DEED AND ACTS RELATING TO GADSDEN BRANCH 

ing and covenanting to assume and discharge any and all other 
debts and liabilities of this company, and to pay each share- 
holder of the company the par value of his stock, and for and 
in consideration of the satisfaction of the debts and liabilities of 
said party of the first part to said party of the second part here- 
inbefore mentioned; and said party of the second part, for 
itself, its successors and assigns, doth hereby stipulate and cove- 
nant to and with said party of the first part, for and in consid- 
eration of the premises, that it will pay and satisfy all the debts 
and liabilities now existing against said party of the first part; ? 
and, 

' ' WHEREAS, This formed no part of the consideration passing 
between this company and the Nashville, Chattanooga & St. 
Louis Railway: 

"Be it resolved by the Board of Directors of the Tennessee & 
Coosa Railroad Company, That said deed and contract of con- 
veyance be, and it is hereby, approved and accepted, with the 
exception of said above mentioned clauses, and the president of 
this company is directed to execute with the Nashville, Chatta- 
nooga & St. Louis Railway an agreement, by which said deed 
and contract of conveyance shall be so amended as to eliminate 
said clauses." 

Now, THEREFORE, In accordance with the resolution of said 
boards, and with the original understanding, contract, and agree- 
ment between the two companies, it is agreed by the parties 
hereto that said deed and contract of conveyance or indenture, 
executed on the thirty-first day of March, 1891, be, and the 
same is hereby, amended so as to read as follows: 

This indenture, made and entered into this, the thirty-first 
day of March, eighteen hundred and ninety-one (1891), by and 
between the Tennessee & Coosa Railroad Company, a corpora- 
tion organized and existing under the laws of the State of Ala- 
bama, party of the first part, and the Nashville, Chattanooga 
& St. Louis Railway, a corporation organized and existing un- 
der the laws of the State of Tennessee, party of the second part, 
witnesseth; that 

WHEREAS, Said party of the first part is justly indebted to 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 305 

said party of the second part in a large sum of money, exceed- 
ing the sum of four hundred thousand dollars, for money by 
said party of the second part paid, laid out, and ex{>ended by 
said party of the second part in satisfaction of debts and liabil- 
ities of the said party of the h'rst part, and in the construction 
and equipment of the line of railroad of said party of the first 
parUfrom the city of Gadsden, in the county of Etowah, to a 
point on the located line of said railroad near the city of Gun- 
tersville, in the county of Marshall, in the State of Alabama; 
and, 

WHEREAS, Said party of the second part is the owner and 
holder of one hundred and five of the first and only mortgage 
bonds of this company, each for the payment of one thousand 
dollars, which bonds, with the semiannual interest thereon, for 
the years 1888, 1889, and 1890, are unpaid; and, 

WHEREAS, At a meeting of the board of directors of the said 
party of the first part, convened in the city of Huntsville, in 
the State of Alabama, on the thirty-first day of March, 1891, 
of which meeting each director had due and legal notice, a pre- 
amble and resolution, in words following, were adopted by said 
board of directors; 

WHEREAS, This company is justly indebted to the Nashville, 
Chattanooga & St. Louis Railway, in a sum exceeding four hun- 
dred thousand dollars, which sum has been expended in the 
construction and equipment of the line of road of this company, 
from the city of Gadsden, in the county of Ktowah, to a point 
near the city of Guntersville, in the county of Marshall, in the 
State of Alabama, and in the payment of debts and liabilities 
of this company; and, 

WHEREAS, Said Nashville, Chattanooga & St. Louis Railway 
was induced to aid this company, by the expenditure and ad- 
vance of said sum of money, with the view and for the purpose 
of connecting the line of railroad of this company to and with 
the line of railroad of said Nashville, Chattanooga & St. Louis 
Railway, north of the Tennessee river, at some point on such 
line, either in the county of Madison or in the county of Jack- 
son, in this state, so that a continuous line of railroad will be 
20 



306 DEED AND ACTS RELATING TO GADSDEN BRANCH 

constructed and operated to and from said city of Gadsden, to 
such point of the line of railroad of said Nashville, Chattanooga 
& St. Louis Railway, north of the Tennessee river, as may be 
selected, and thence to Chattanooga and Nashville, in the state 
of Tennessee; and, 

WHEREAS, Said Nashville, Chattanooga & St. Louis Railway 
is the holder and owner of one hundred and five of the first and 
only mortgage bonds of this company, each for the payment of 
one thousand dollars, and which, with the semiannual interest 
thereon for the years 1888, 1889, and 1890, are unpaid; and, 

WHEREAS, This company has not the ability to pay the said 
debts and to continue the construction of its said line of road 
from the city of Gadsden to a point at or near Gunter's land- 
ing, on the Tennessee river, and thence across said river, con- 
necting with other lines of railroad, without the borrowing of 
money and contracting a large indebtedness, which is not be- 
lieved to be to the interest of the stockholders of this com- 
pany; therefore, 

1. Be it resolved, That it is expedient for this company, and 
to the best interest of the stockholders, to make sale to said 
Nashville, Chattanooga & St. Louis Railway of all the prop- 
erty, rights of property, real and personal, and of all the 
rights, privileges, and franchises of this company in payment 
of the said indebtedness of this company, the said Nashville, 
Chattanooga & St. Louis Railway stipulating and covenanting 
to complete the construction of the line of road of the com- 
pany now in the course of construction to a point at or near 
Guntersville landing, on the Tennessee river, and thence 
across said river to a point on its lines of railroad aforesaid. 

2. Be it farther resolved, That the foregoing preamble and 
resolution shall be submitted to a meeting of the stockholders 
of this company called for the purpose of considering the same, 
of which meeting due and legal notice shall be given said stock- 
holders. And if said preamble and resolution be approved by 
a majority of said stockholders and the stockholders of said 
Nashville, Chattanooga & St. Louis Railway and if the board 
of directors thereof shall assent to make the said purchase on 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 307 

the terms and conditions expressed in said resolutions, the 
board of directors of this company are authorized and em- 
powered to cause all necessary and proper conveyances to said 
Nashville, Chattanooga & St. Louis Railway to be made and 
executed by this company. And, 

WHEREAS, As subsequently said preamble and resolutions 
were submitted to a meeting of the stockholders of said party 
of the first part, convened in the city of Hunts ville aforesaid, on 
the thirty-first day of March, 1891, for the purpose for which 
it was called. Due and legal notice was given to each and every 
stockholder, saving and excepting W. C. Waddle, A. M. Dav- 
enport, and H. W. Pickens, who own, in the aggregate, twelve 
shares, and whose residences were and are unknown; and, 

WHEREAS, After considering said resolution, the said stock- 
holders, at said meeting, adopted a resolution approving the 
said preamble and resolutions, and instructing the board of 
directors of the party of the first part to make the said sale, 
and all the necessary and proper conveyances to carry the same 
into effect; and, 

WHEREAS, The stockholders and the board of directors of 
the said party of the second part have considered the said pre- 
amble and resolutions, and have approved the same, and assented 
to the sale on the terms and conditions in said preamble and 
resolutions expressed: 

Now, THIS INDENTURE FURTHER WITNESSETH, That for and 
in consideration of the stipulations and covenants of the said 
party of the second part hereinafter expressed, said party of 
the first part hath given, granted, bargained, sold, and conveyed, 
and by these presents doth give, grant, bargain, sell, and convey, 
unto said party of the second part, its successors and assigns, 
forever, all the line of railroad of said party of the first part 
now constructed, extending from said city-of Gadsden, in all 
about thirty miles in length; and also the right or rights of 
way therefor, roadbed, superstructure, and all lands, depot 
grounds, station houses, depots, tools, materials, equipments, 
and rolling stock, and all other property, real or personal, ap- 
pertaining to said road, and to the use thereof, now owned or 



308 DEED AND ACTS RELATING TO GADSDEN BRANCH 

possessed by said party of the first part; and also including 
Franchises an ^ anc ^ a ^ otner property, real or personal, and 
pass. a u r ights of property now had or possessed by said 

party of the first part, and all the rights, privileges, and 
franchises which are held and possessed by said party of the 
first part. 

To have and to hold the above mentioned and hereby granted 
property and rights of property, rights, privileges, and fran- 
chises, unto the said party of the second part, its successors and 
assigns, forever; 

AND, FURTHER, That it, said party of the second part, its 
successors and assigns, will pay to each stockholder of the said 
party of the first part the par value of his stock, on the sur- 
render and cancellation of his certificate or certificates of stock. 

AND, FURTHER, That it, said party of the second part, its suc- 
cessors and assigns, will continue and complete the construc- 
tion of the line of railroad hereby granted and conveyed, to a 
point at or near Gunter's landing, on the Tennessee river, and 
thence across said river to some point on its line of railroad 
north of said river, so as to form a continuous line of road in 
the said preamble and resolutions contemplated and intended. 

IN WITNESS WHEREOF, That parties hereto above caused 
these presents to be signed by their respective presidents, and 
their corporate seals to be hereto affixed, and attested by their 
respective secretaries, this, the sixth day of April, 1891. 

THE TENNESSEE & COOSA RAILROAD Co., 

By J. W. THOMAS, President. 

Attest: J. H. AMBROSE, Secretary. 

The Tennessee & Coosa Railroad Compam r has no seal. 

NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 

[SEAL.] By J. W. THOMAS, President. 

J. H. AMBROSE-, Secretary. 

STATE OF TENNESSEE, | 

Davidson County. f On this, the sixth day of April, A.D. 
1891, before me J. T. Spalding, a notary public, duly author- 
ized to act in and for the above named county, come the Ten- 
nessee & Coosa Railroad Company, by its president, J. W. 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 309 

Thomas, and its secretary, J. H. Ambrose; and the Nashville, 
Chattanooga & St. Louis Railway, by its president, J. W. 
Thomas, and its secretary, J. H. Ambrose, to me |>ersonally 
known to be the identical jxjrsons whose names are affixed to 
the foregoing instrument, and acknowledged the execution of 
said instrument to be their voluntary act and deed as such pres- 
ident and secretary, and for and as the voluntary act and deed 
of the said Tennessee & Coosa Railroad Company and the said 
Nashville, Chattanooga < St. Louis Railway; and being by me 
duly sworn, they say that they reside in Nashville, Tenn., and 
that J. W. Thomas is president and J. II. Ambrose is secretary 
of the Tennessee & Coosa Railroad Company, also, that J. W. 
Thomas is president and J. II. Ambrose is secretary of the 
Nashville, Chattanooga & St. I^ouis Railway, and that they ex- 
ecuted the said instrument by order of the boards of directors 
of said companies. 

IN WITNESS WHEREOF, I have hereunto set my hand and of- 
ficial seal, at Nashville, Tenn., the day and year first above 
written. [SEAL.] J. T. SPALDIXG, Xotary Public. 

The above deed was registered in the office of judge of probate court, 
of Marshall county, in book S, p. 277; in Etowah county, in book 31, p. 3GG. 

ACTS ALABAMA RELATING TO TENNESSEE 
& COOSA RAILROAD COMPANY. 

1. Termini of Tennessee & Coosa Railroad changed. 

SECTION 1. Be it enacted by the General Axx< inbly of Ala- 
bainsi, That the third section of an act entitled "An act to in- 
corporate the Tennessee & Coosa Railroad Company," ap- 
proved January 1(>, 1844, which is in the following words, to 
wit: "Sec. 3. And be it further enacted, That said railroad 
shall extend from some point at or near (iimter's landing, on 
the Tennessee river, to the most eligible point on the Coosa 
river, between the base of Lookout Mountain and the Ten 
Island Shoals, and shall be located with a view to the extension 
at some future day to some point on the Alabama river," be, 
and the same is hereby, amended so as to read as follows: 
"That said railroad shall extend from some point at or near 



310 DEED AND ACTS RELATING TO GADSDEN BRANCH 

Gunter's landing, on the Tennessee river, to a point to be se- 
lected by said company or their successors, on the boundary 
line between the states of Tennessee and Alabama, with a view 
to its further extension in a northern or northwestern direction, 
as said company may determine, and from said point at or near 
Gunter's landing, on said Tennessee river, to some point at or 
near the towns of Attalla or Gadsden, in Etowah county, thence, 
by way of the cities of Talladega and Wetumpka, to the city of 
Montgomery, on the Alabama river; Provided, That the pro- 
visions of this act shall in nowise impair or affect any contract 
or agreement heretofore made by the said Tennessee & Coosa 
Railroad Company with the East Alabama & Cincinnati Rail- 
road Company. 

SEC. 2. Be it further enacted, That said sec. 3 of said act, 
NO diversion as amen( led, shall not be so construed as to divert, 
of rights, etc. m anv wav wna t ever? anv rights, powers, priv- 
ileges, or purchases now possessed or owned under and by 
virtue of any law or laws of this state. 

SEC. 3. Be it further enacted, That the true intent and 
meaning of this act is to authorize and empower said company 
True intents ^ cons truct a railway from Gunter's landing, on 
and meaning. ^ ae Tennessee river, to the boundary line of the 
states of Tennessee and Alabama, with a view to its further 
extension in a northern or northwestern direction, as may be 
determined by said company, and from said Gunter's landing, 
on said river, to some point at or near the towns of Attalla or 
Gadsden, in Etowah county, thence by way of the cities of 
Talladega and Wetumpka to the city of Montgomery, on the 
Alabama river; Provided, That said Tennessee & 
Coosa Railroad Company be, and are hereby, re- 
quired to give the same accommodations to all persons paying 
the same fare, without regard to race, color, or previous con- 
dition of servitude, and that said Tennessee & Coosa Railroad 
Company shall not refuse to sell first-class tickets to any person 
or persons applying for the same on account of race or color. 
(Acts Ala., 1872-3, p. 422; approved April 22, 1873.) 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 311 

2. Tennessee & Coosa Railroad Company released from indebt- 
edness to State of Alabama. 

WHEREAS, The legislature of Alabama has heretofore ap- 
propriated, loaned, and advanced to the Tennessee & Coosa 
Railroad Company, portions of the two and three 
per cent, fund, which have been applied to the 
construction of said road, by means of which, and of moneys 
derived from subscriptions of stock, the said road was graded, 
in 1861; and, whereas, by reason of the war the work on said 
road was suspended, the company impoverished, and the sureties 
on the second bonds given to the state are unable to meet their 
liabilities; and, whereas, assurances are given that said railroad, 
which is deemed of great importance to the people of Alabama, 
can be finished in a reasonable time, if the state of Alabama re- 
mits its claims upon said company; therefore, 

SECTION 1. Be it enacted by the General Assembly of Alabama, 
That the Tennessee & Coosa Railroad Company be, and they 
are hereby, released and discharged from all obliga- Re)ease of 
tions, bonds, claims, and demands due from said clalms 
company to the state of Alabama, by reason of any appropria- 
tions to said road of the two and three per cent, funds, or any 
part thereof, and the said portions of said funds heretofore 
appropriated to said road are hereby donated to the same; 

Provided, The said railroad shall l>e completed in 

Proviso 
two years from the date of the approval of this act; 

Provided, That nothing in this act contained shall be so con- 
strued or held as to make the state of Alabama responsible or 
bound to any other company for the portions of the said two 
and three per cent, funds hereby released and granted to said 
Tennessee & Coosa Railroad Company; and the state hereby 
quitclaims and releases to said Tennessee & Coosa sute Jt 
Railroad Company all its right and title to said two clalms - 
and three per cent, funds heretofore appropriated to said rail- 
road company; Provided further, That the said company shall 
receive no further aid from the state of Alabama, by the indorse- 
ment of its bonds or otherwise. 

SEC. 2. Be it further enacted, That as a condition on which 



312 DEED AND ACTS RELATING TO GADSDEN BRANCH 

the said railroad is released from the payment of the two and 
three per cent, fund to the state, the said railroad company 
Conditions sna ^ transport passengers at a rate not to exceed 
four cents per mile, and all local freights at a rate 
not to exceed twenty-five per cent, higher than is charged for 
through freight. (Acts Alabama, 1869-70, p. 290, No. 245; 
approved March 2, 1870.) 

3. Charter amended, directors to make semiannual report to 
governor. 

SECTION 1. Be it enacted by the Senate and House of Repre- 
sentatives of the State of Alabama, in General Assembly con- 
vened, That the president and directors of the Tennessee & 
Coosa Railroad Company be, and they are hereby, required to 
make a report on the fifteenth clay of December, 
1857, and every six months thereafter, to the gov- 
ernor of the State of Alabama, which said report shall show 
the manner in which they have used the money received by 
them under the provisions of an act entitled "An act to appro- 
priate the unappropriated part of the two per cent, fund, and 
a portion of the three per cent, fund," approved February 4, 
1850, by the provisions of which they were authorized to re- 
ceive, upon conditions, certain amounts of the two and three 
per cent, funds; said report shall exhibit the amount of said 
two and three per cent, funds now on hand, what amount is 
loaned out, and in what way and upon what security, and when 
the same is payable, and also what amount of said funds have 
been paid out and finally disposed of by them, and for what 
purposes. 

SEC. 2. Be it further enacted, That the said president of 
the said railroad company shall, before submitting the said re- 
port provided for in the preceding section of this 
act, make affidavit of the correctness thereof be- 
fore some officer of this state authorized by law to administer 
oaths. 

SEC. 3. Be it further enacted, That if the said president 
President an( ^ ( li rec tors of said Tennessee & Coosa Railroad 
and directors. Company, and their successors in office, shall fail 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 313 

or neglect to comply with the provisions of this act, then so 
many of them as assent to or sanction such failure or neglect 
shall be deemed guilty of a misdemeanor, and upon conviction 
thereof upon indictment shall be punished by fine and impris- 
onment, one or both, at the discretion of the jury 
trying the same; and shall, moreover, be person- 
ally liable in their private property to the state for the amount 
of said two and three per cent, funds which may be by them 
misapplied or squandered. 

SEC. 4. Be it further enacted, That upon the passage and 

approval of this act it shall be the dutv of the 

Clerk, 
clerk of the house of representatives forthwith to 

send a certified copy of it to the said president and directors 
of the said Tennessee & Coosa Railroad Company. (Acts 
Ala., 1857-8, p. 310, No. 295; approved November 30, 1857.) 

4. Charter amended ; suits for subscription ; witnesses. 

SECTION 1. Be It enacted by the. Senate and Houxe of Rep- 
resentatives of the State of Alabama hi General Assembly 
convened, That an act entitled "An act to incorporate the 
Tennessee & Coosa Railroad Company," approved January 
16, 1854:, be, and the same is hereby, so amended 
that the said company shall be, and hereby are, au- 
thorized to bring suits for installments due upon subscriptions 
for stock in said company, before any justice of the peace, 
when the amount due at the time the suit is brought is less than 
fifty dollars. 

SEC. 2. Be It further enacted, That in all suits brought by 
said company against delinquent stockholders, no one shall be 
excluded from being a witness on the trial of the same by 
reason of being a stockholder in said company. (Acts Ala., 
1855-56, p. 322, No. 316; approved January 16, 1856.) 

5. Charter amended; time of holding elections changed. 

SECTION 1. Be it enacted by the Senate and Hoime of Rep- 
resentatives of the State of Alatxima In General Assembly 
convened, That the time of holding the annual election of presi- 
dent and board of directors of the Tennessee & Coosa Railroad 



314 DEED AND ACTS RELATING TO GADSDEN BRANCH 

Company be changed from the twenty-second of November to 
the first Monday in January, and that all acts done by the 
present board from the twenty-second of November, 1866, to 
the first Monday in January, 18o7, be, and the same are hereby, 
legalized and made firm and binding, any existing law to the 
contrary notwithstanding. (Acts Ala., 1866-67, p. 163; ap- 
proved December 7, 1866, No. 183.) 

6. Act construing Acts Alabama, approved February 19, 1889, 
releasing Tennessee & Coosa Railroad Company from 
indebtedness to state. 

Be it enacted by the General Assembly of Alabama, That, 
WHEREAS, When the act entitled "An act to amend an act enti- 
tled an act to release the Tennessee & Coosa Railroad Company 
from its indebtedness to the State of Alabama ' ' was passed and 
approved, the extension of the line of said railroad north of 
the Tennessee river had been located to run to the city of 
Huntsville, in Madison county, in this state, and the construc- 
tion of said road, as thus located, had been let and contracted 
to be built, and some six miles thereof graded from said city 
of Huntsville; and, 

WHEREAS, One of the chief inducements to the release of 
the indebtedness due the State of Alabama from said railroad 
company provided by said act was said extension to said city of 
Huntsville, thereby giving railroad communication with said 
city to the citizens of other portions of the state; and, 

WHEREAS, It appears that it is contemplated by said railroad 
company, and those in charge thereof, to abandon said line and 
located route to said city of Huntsville, and substitute therefor 
another and different route; now, therefore, 

It is hereby declared to be the true intent and meaning of 
said act of February 19, 1889, and said act is amended to read 
as follows: 

SECTION 1. Be it enacted by the General Assembly of Ala- 
bama, That the Tennessee & Coosa Railroad Company be, and 
they are hereby, discharged from all obligations, bonds, claims, 
and demands due from said company to the State of Alabama, 
by reason of any appropriation to said road of the two and 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 315 

three per cent, funds, or any part thereof, and the said {>or- 
tions of the said funds heretofore appropriated to said road, 
are hereby donated to the same; Provided, The said railroad, 
as now located from the city of Gadsden, on the B 

* release con- 

Coosa river, to the city of Guntersville, on the dm nal - 
Tennessee river, and thence to the city of Huntsville, in Mad- 
ison county, in this state, shall be completed in 4ive years from 
the date of approval of said amendment, February 19, 1881; 
Provided, That nothing in this act contained shall be so con- 
strued or held as to make the State of Alabama responsible or 
hound to any other company for the jx)rtions of the said two 
and three per cent, funds hereby released and granted to said 
Tennessee & Coosa Railroad Company, and the state hereby 
quitclaims and releases to said Tennessee & Coosa Railroad 
Company all its rights and title to said two and three per cent, 
funds heretofore appropriated to said railroad company; Pro- 
vided further* That the said company shall receive no further 
aid from the State of Alabama by the indorsement of its bonds 
or otherwise. 

SEC. 2. Be it furtlwr enacted, That all laws and parts of 
laws in conflict with this act be, and the same are hereby, re- 
pealed. (Acts Ala., 1890-91, p. 399.) 

1. The above act, not having been approved or returned by the gov- 
ernor, became a law under sec. 13, art V., of the constitution. 

2. The above act is doubtless unconstitutional, as against the vested 
rights of the company. Again, it is not the province of the legislature 
to expound the meaning of previously existing laws. They can say 
what the law xhull be, but not what it Is. 2 Hum. (Tenn.), 304; 1 Hax. 
(Tenn.), 319. 

Nashville, Chattanooga & St. Louis Railway allowed to build 
road or branch through counties of Madison, Marshall 
and Etowah to Attalla or Gadsden, Alabama, with rights, 
privileges, etc., of Tennessee charter. 

SECTION 1. Be it enacted by the General Asxembly of Alabama, 
That the Nashville, Chattanooga & St. Louis Railway, a corpo- 
ration chartered under the laws of the State of Tennessee, l>e, 
and the same is hereby, authorized and empowered to construct, 
operate, and maintain its road, or a branch thereof, in and 
through the counties of Madison, Marshall, and Etowah, in the 



316 DEED AND ACTS RELATING TO GADSDEN BRANCH 

State of Alabama, beginning at Huntsville, in Madison county, 
and extending thence through the counties of Madison, Mar- 
shall, and Etovvah, to Attalla or Gadsden, in said Etowah 
county. 

SEC. 2. Be it further enacted, That the said Nashville, Chat- 
tanooga & St. Louis Railway shall have and enjoy all the 
rights, privileges, and immunities not in conflict with the con- 
stitution of the State of Alabama, and be subject to such re- 
strictions as are granted to and imposed upon said Nashville, 
Chattanooga & St. Louis Railway by the act or acts chartering 
the same, so far as said railway lies in the counties of Madison, 
Marshall, and Etowah, or may hereafter be constructed therein. 
(Acts Ala., 1890-91, p. 154; approved December 10, 1890.) 

7. State aid to Tennessee & Coosa Railroad Company. 

The following acts of Alabama relating to the Tennessee & 
Coosa Railroad will so seldom be required that it is deemed 
unnecessary to set them out in full, but simply to give the book 
and page where they can be found: 

1. Acts Alabama, 1844, p. 39, which loaned the two per cent, 
fund to the Tennessee & Coosa Railroad Company. 

2. Acts of Alabama, 1853-54, p. 280, which also loans a 
part of the two and three per cent, funds to the Tennessee & 
Coosa Railroad Company, upon certain conditions relating to 
work upon and completion of the road. (See, also, 36 Ala., 371.) 
This act was amended by Acts 1855-56, p. 240, passed Decem- 
ber 19, 1855, so as to amend section five of this act. (See 36 
Ala., 371.) 

3. Acts Alabama, passed February 24, 1860, the fifth section 
of which construes the first section of the act ordering the loan 
to the Tennessee & Coosa Railroad. (See 36 Ala., 371.) 

4. Acts of Alabama, 1861, p. 80 (extra session), which post- 
pones the loan of the State of Alabama to the Tennessee & 
Coosa Railroad. 

5. Acts of Alabama, 1869-70, p. 290, No. 245, which releases 
Tennessee & Coosa Railroad Company from its indebtedness to 
the state of Alabama. This act, however, is set out above. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 317 

6. Acts of Alabama, 1875-76, p. 154, which made it the 
duty of the governor to transmit to all railroads a list of the 
lands as certified to the state by the commissioners of the gen- 
eral land office and approved by the secretary of the interior, 
and to indorse his approval thereon, and this to oj>erate as a 
conveyance on the part of the state of all its title to said lands. 

7. Acts of Alabama, 1882-83, p. 62, relates to the state 
lands claimed by the Tennessee & Coosa Road. 

8. Acts of Alabama, 1888-89, p. 479, which amends the first 
section of the Acts of 1869-70, p. 290, so as to make the release 
and donation of the loan of said funds dependent upon the com- 
pletion "of said railroad in five years from the approval of the 
act." 

There is no doubt, however, but that the completion of 
the road from Guntersville to Gadsden satisfies the conditions of 
the act of 1889 above referred to, and discharges the road from 
further liability for the funds loaned to them. 



318 ABSTRACT OF TITLE TO WEST NASHVILLE BRANCH 



CHAPTER XXVIII. 

THE WEST NASHVILLE RAILWAY COMPANY. 

(WEST NASHVILLE BRANCH.) 

How acquired by Nashville, Chattanooga & St. Louis Rail- 
way. On July 6, 1887, the Nashville Land Improvement 
Company, in pursuance of a resolution of its directors and 
stockholders, sold the West Nashville Railway, its rights, fran- 
chises, etc., to the Nashville, Chattanooga & St. Louis Rail- 
way. The Nashville Land Improvement Company had previ- 
ously purchased the road, franchise, etc., from the West Nash- 
ville Railway Company, which latter company was chartered 
under the general acts of 1875, ch. 142, to construct a railroad 
from a point on the Northwestern division of the said Nash- 
ville, Chattanooga & St. Louis Railway, about two and three- 
fourths miles from the Church street depot, to a point on the 
bluff on the Cumberland river near the line between the Mark 
S. Cockrill place and the old Clifton town site, in Davidson 
county, Tennessee. 

The consideration paid was an agreement on the part of the 
Nashville, Chattanooga & St. Louis Railway to operate the 
road and charge thereon for freight and passengers according 
to a scale set out in the deed, and, in addition, to run a certain 
number of trains per day. For a more perfect enumeration of 
the considerations passing, see deed in next chapter. 

1. The agreement as to the number of trains to be run per day has 
been considerably modified by subsequent agreement. 

2. Legality of purchase. The purchase of this road, franchises, etc., 
was legal under the Acts of 1871, ch. 69, which superseded the Acts of 
1871, ch. 22. 

3. Deed, where registered. The deed to the road is registered in the 
register's office of Davidson county, in book 109, p. 47. 

What franchises, etc., passed under this sale. in addition 

to the railroad and properties therein conveyed, the deed spe- 



NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 319 

cifically provided for the transfer of all the rights, privileges, 
and franchises of the West Nashville Railway Company. For 
enumeration of said franchises, etc., see charter further on in 
this chapter. 

Width Of right Of way. The width of the right of way over 
that part of the road purchased from the Nashville Land Im- 
provement Company is twenty feet on either side of the center 
of the road, save through the Elliston tract, which will also 
fully appear from the deed to said road in the next chapter. 

Since the purchase of the road, however, from the Nashville 
Land Improvement Company, the same has been extended some 
distance. Over the line of this extension, if no contrary agree- 
ment with the landowner was entered into, the Nashville, Chat- 
tanooga <fe St. Louis Railway will doubtless be entitled, as the 
legal purchaser of said road, franchises, etc., to one hundred 
feet on either side of the center of the road, as the entry and 
construction of the road would be regarded as an appropriation 
of the full amount of land authorized by the charter, which 
would be two hundred feet, as above explained. 3 Lea <Tenn.), 
478. See, also, sec. 33 of charter. 

1. For the right of successive appropriation and its application to 
charters granted under the general acts of 1875, ch. 142, see Eminent 
Domain, Hight of H'fiy, herein. Refer to index. 

2. By Acts 1849-50. ch. 26<i, sec. 3, it is provided that all branches of 
the Nashville & Chattanooga Railroad Company as may be made shall 
have the rights and privileges, and shall be placed in all respects on the 
same footing, as the Nashville fe Chattanooga Railroad Company. 

ORIGINAL CHARTER OF THE WEST NASH- 
VILLE RAILWAY COMPANY. 

(Chartered under (teneral Acts 1875, ch. 142.) 

SECTION i. Incorporation, name, route, general powers. 

Be it kiwirn, That Norman M. Pierce, Yolney James, L. H. 
Davis, H. W. Buttortf, and H. M. Pierce are hereby consti- 
tuted a body politic and corporate by the name and style of 
" West Nashville Railway Company," for the purpose of con- 
structing a railway from a point in the county of Davidson, 
State of Tennessee, on the Northwestern Division of the Nash- 
ville, Chattanooga & St. Louis Railway about two and three- 



320 ORIGINAL CHARTER WEST NASHVILLE BRANCH 

quarter miles from the Church street depot of said railway, in 
the city of Nashville, in Davidson county, Tennessee, to a point 
on the bluff of the Cumberland river near the line between the 
Mark S. Cockrill place and the old Clifton town site in David- 
son county, Tennessee. 

1. Charter amended, may change termini. By Acts 1887, ch. 39, 
sees. 1 and 2, all railroad companies chartered under the general laws of 
this state, may, by resolution of board of directors, chang-e either ter- 
minus before the final location of the road. See act for method. 

2. By-laws for arbitration sustained. 7 Pick. (Tenn.), 64. 

3. Branch roads. By Acts 1889. ch. 158, all railroad companies char- 
tered under the general laws of the state are allowed to build branch 
roads. Sec act itself for method. 

SEC. 2. General powers, continued. The general powers of 
said corporation are, to sue and be sued by the corporate name, 
to have and use a common seal, which it may alter at pleasure; 
if no common seal, then the signature of the name of the cor- 
poration by any duly authorized officer shall be legal and bind- 
ing; to purchase and hold, or receive by gift, in addition to 
the personal property owned by said corporation, any real 
estate necessary for the transaction of the corporate business, 
and also to purchase or accept any real estate in payment, or 
part payment, of any debt due to the corporation, and sell 
realty for corporation purposes; to establish by-laws and make 
all rules and regulations not inconsistent with the laws and con- 
stitution deemed expedient for the management of corporate 
affairs; to appoint such subordinate officers and agents, in addi- 
tion to .the president and secretary or treasurer, as the business 
of the corporation may require; to designate the name of the 
office and fix the compensation of the officer. 

SEC. 3. Special provisions. The following provisions and 
restrictions are coupled with said grant of powers: A failure 
to elect officers at the proper time does not dissolve the corpo- 
ration, but those in office hold until the election or appointment 
and qualification of their successors.* The term of all officers 
may be fixed by the by-laws of the corporation; the same not, 
however, to exceed two years. The corporation may, by by- 
laws, make regulations concerning the subscription for, or 
transfer of stock; fix upon the amount of capital to be invested 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 321 

in the enterprise, the division of the same into shares, the 
time required for payment thereof by the 8ubscril>ers for 
stock, the amount to be called for at any one time; and in case of 
failure of any stockholder to pay the amount thus subscribed 
by him ut the time and in the amounts thus called, a right of 
action shall exist in the corporation to sue said defaulting stock- 
holder for the same. 

*See 3 Hum., 531; 12 Lea, 252; 4 Cold., 101. 

SEC. 4. Directors, quorum Of, bOOkS. The board of direct- 
ors, which may consist of five or more members, at the option 
of the corporation, to be elected either in person or by proxy, 
by a majority of the votes cast, each share representing one 
vote, shall keep a full and true record of all their proceedings, 
and an annual statement of receipts and disbursements shall 
be copied on the minutes, subject at all times to the inspection 
of any stockholder. The books of the corporation shall show 
the original or subsequent stockholders, their respective inter- 
ests, the amount which has been paid on the shares subscribed, 
the transfer of stock, by and to whom made; also other trans- 
actions in which it is presumed a stockholder or creditor may 
have an interest. 

SEC. 5. Unpaid StOCk. The amount of any unpaid stock 
due from a subscriber to the corporation shall be a fund for 
the payment of any debts due from the corporation, nor shall 
the transfer of stock by any subscriber relieve him from pay- 
ment, unless his transferee has paid up all or any of the balance 
due on said original subscription. 

See 10 Pickle, 154, 608. 

SEC. 6. Express and implied powers. By no implication or 

construction shall the corporation be deemed to possess any 
powers except those hereby expressly given or necessarily im- 
plied from the nature of the business for which the charter is 
granted, and by no inference whatever shall said corporation 
possess the power to discount notes or bills, deal in gold or 
silver coin, issue any evidence of debts as currency, buy and 
sell any agricultural products, deal in mt'ivlmidisi'. or engage 
in any business outside the purpose of the charter. 
21 



32'2 ORIGINAL CHARTER WEST NASHVILLE BRANCH 

SEC. 7. Charter may be repealed or amended. The right is 

reserved to repeal, annul, or modify this charter. If it is re- 
pealed, or if the amendments proposed, being not merely auxil- 
iary.but fundamental, are rejected by a vote representing more 
than half of the stock, the corporation shall continue to exist 
for the purpose of winding up its affairs, but not to enter upon 
any new business. If the amendments or modifications, being 
fundamental, are accepted by the corporation as aforesaid, in 
a general meeting to be called for that purpose, any minor, 
married woman, or other person under disability, or any stock- 
holder not agreeing to the acceptance of the modification, shall 
cease to be a stockholder, and the corporation shall be liable to 
pay said withdrawing stockholders the par value of their stock, 
if it is worth so much; if not, then so much as may be its real 
value in the market on the day of the withdrawal of said stock- 
holders as aforesaid; Provided, That the claims of all creditors 
are to be paid in preference to said withdrawing stockholders. 

This charter is different from that of the Nashville, Chattanooga & 
St. Louis Railway in many ways. The charter of the latter company 
cannot be repealed or amended without consent of company. See sec. 
34 of that charter. 

SEC. 8. Directors, quorum, powers, mortgages. A major- 
ity of the board of directors shall constitute a quorum, and shall 
fill all vacancies until the next election. The first board of di- 
rectors shall consist of the five or more corporators who shall 
apply for and obtain the charter. The said corporation may 
have the right to borrow money and issue notes or bonds upon 
the faith of the corporate property, and also to execute a mort- 
gage or mortgages as further security for repayment of money 
thus borrowed. 

SEC. 9. Condemnation of right of way; two hundred feet. 

The said corporation shall have the right, in pursuance of the 
general law authorizing the condemnation of private property 
for works of internal improvement, as set forth in 1325 to 
1348 in the code (both inclusive), to appropriate, as an ease- 
ment, the right of way, not exceeding two hundred feet over 
the land of any person through which the line of the track may 
be located. Said sections of the code are hereby literally copied 
and inserted in the words and figures following: 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 323 

SEC. 10 (1325). Land may be taken, hOW. Any person or 
corporation authorized by law to construct any railroad, turn- 
pike, canal, tollbridge, road, causeway, or other work of in- 
ternal improvement to which the like privilege is conceded, 
may take the real estate of individuals not exceeding the amount 
prescribed by law, or by the charter under which the person or 
corporation acts, in the manner and upon the terms herein pro- 
vided. (Iowa code, 1851, 759.) 

1. Disability of owner does not affect right. The right to take land 
under the power of eminent domain is not restricted by any disability of 
the owner, who is entitled to demand and receive the value of the prop- 
erty, but must show title. 3 Head, 63. 

2. What property may be taken. By Acts 1885, ch. 135, the opera- 
tion of this and succeeding sections was extended so as to apply and in- 
clude the condemnation of private corporations. See Act itself for 
method. 

3. Must not take county road By Acts 1889, p 447 (Shannon's code, 
3 1879), it was made unlawful to construct or use any steam railway on 
any county road or highway, without the consent of the county court, to 
be granted in the method therein set out. 

SEC. 11 (1326). Proceedings, petition, etc. The party seek- 
ing to appropriate such lands shall tile a petition in the circuit 
court of the county in which the land lies, setting forth in sub- 
stance: (1) The parcel of land a portion of which is wanted, 
and the extent wanted, (2) the name of the owner of such land, 
or, if unknown, stating the fact, (3) the object for which the 
land is wanted, (4) a prayer that a suitable }>ort5on of land may 
be decreed to the jxititioner, and set apart by metes and bounds. 
(Iowa code, 1851, 760.) 

The petition need not be sworn to. 

SEC. 12 (1327). Notice to Owner. Notice of this petition 
shall IK) given to the owner of the land, or, if a nonresident of 
the county, to his agent, at least five days before its presenta- 
tion. (Ib. , modified.) 

SEC. 13 (1328). Where owner nonresident. If the owner 

is a nonresident of the state, or unknown, notice shall be given 
by publication as provided in this code in similar cases in chan- 
cery. 

SEC. u (1329). Proceedings only bind parties. All parties 

having any interest in any way in such land, may be made de- 



324: ORIGINAL CHARTER WEST NASHVILLE BRANCH 

fendants, and the proceedings will only cover and affect the in- 
terest of those who are actually made parties, unborn remain- 
dermen being, however, bound by proceedings to which all 
living persons in interest are parties. 

Tenants for life, years, and reversioners are interested parties, and 
must be compensated. 2 Head (Tenn. ), 65, 176. 

SEC. 15 (1330). Writ of inquiry of damages. After the 

requisite notice has been given, if no sufficient cause to the con- 
trary is shown, the court shall issue a writ of inquiry of dam- 
ages to the sheriff, commanding him to summon a jury to in- 
quire and assess the damages, flowa code, 1851, 763.) 

SEC. 16 (1331). Clerk to issue writ, sheriff to summon 

jury. By consent of parties, or on application of the plaintiff, 
unless objection is made by the defendant, the writ of inquiry 
may be issued by the clerk, as of course, after service of notice, 
on which the sheriff will summon the jury. 

SEC. 17 (1332). Jury to be disinterested. The jurors shall 
not be interested in the same, or a similar question, and shall 
possess the qualifications of other jurors, and may be nominated 
by the court, selected by consent of parties, or summoned by 
the sheriff. 

SEC. 18 (1333). Failure tO attend. If named by the court, 
and the persons named are unable to attend when summoned, 
the place of such persons shall be supplied by the sheriff. 

SEC. 19 (1334). Number of jurors, challenges. The jury 

will consist of five persons, unless the parties agree upon a 
different number; and either party may challenge for cause, or 
peremptorily, as in other civil cases. 
See 11 Heis., 56; 12 Heis., 56, 57. 

SEC. 20 (1335). Notice Of taking inquest. The sheriff shall 
give the parties or their agents, if residents of the county, three 
days' notice of the time and place of taking the inquest, unless 
the time has been fixed by the order of the court. (Iowa code, 

1851, sec. 771.) 

SEC. 21 (1336). Jury to be sworn by sheriff. The jury, 

before proceeding to act, shall be sworn by the sheriff, fairly 
and impartially, without favor or affection, to lay off by metes 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 325 

and hounds the land required for the proposed improvement, 
and to inquire and assess'the damages. 

SEC. 22 (1337). To examine ground and assess damages. 

The jury will then proceed to examine the ground, and may 
hear testimony, but no argument of counsel, and set apart by 
metes and bounds, a sufficient quantity of land for the purposes 
intended, and assess the damages occasioned to the owner 
thereby. (Iowa code, 1851, 768.) 
See 3 Lea, 48'J. 

SEC. 23 (1338). Damages, hOW estimated. In estimating 
the damages, the jury shall give the value of the land without 
deduction, but incidental benefits which may result to the owner 
by reason of the proposed improvement may be taken into con- 
sideration in estimating the incidental damages. 

For full discussion of this, see Eminent Dmtutln herein. Refer to index. 

SEC. 24 (1339). Report returned in writing. The report 

of the jury shall be reduced to writing, signed by a majority 
of the jurors, delivered to the sheriff, and by him returned into 
court. 

SEC. 25 (1340). Confirmation Of report. If no objection 
is made to the report, it is confirmed by the court, and the 
land decreed to the petitioner, upon payment to the defendants, 
or to the clerk for their use, of the damages assessed, with costs. 
(/., 775, modified.) 

SEC. 26 (1341). Exception to report and new writ. -Either 

party may object to the report of the jury, and the same may, 
on good cause shown, be set aside, and new writ of inquiry 
awarded. (Act 1849-50, ch. 72, sec. 5.) 

SEC. 27 (1342). Appeal, new trial. Either party may also 
api>eal from the finding of the jury, and on giving security for 
the costs, have a trial anew before a jury in the usual way. 
(//>., modified.) 

See 12 Heis. (Tenn.), 57. 

SEC. 28 (1343). Costs against appellant, when not. If the 

verdict of the jury upon the trial affirms the finding of the 
jury of inquest, or is more unfavorable to the appellant than 
the finding of such jury, the costs shall be adjudged against 



326 ORIGINAL CHARTER WEST NASHVILLE BRANCH 

such appellant; otherwise the court may award costs as in chan- 
cery cases. (/&.) 

SEC. 29 (1344). Appeal does not Suspend work. The taking 
an appeal does not suspend the operations of the petitioner on 
the land, provided such petitioner will give bond with good 
security, to be approved by the clerk, in double the amount of 
the assessment of the jury of inquest, payable to the defendant, 
and conditioned to abide by and perform the final judgment in 
the premises. 

SEC. 30 (1345). Preliminary surveys, damages. A person 

or company actually intending to make application for the 
privileges herein contemplated, and entering upon the land of 
another for the purpose of making the requisite examinations 
and surveys, and doing no unnecessary injury, is liable only 
for the actual damage done; and sued in such case, the plaintiff 
shall recover only as much costs as damages. (Iowa code, 
1851, 778.) 

SEC. 31 (1346). Damages to be prepaid, or bond on appeal. 

No person or company shall, however, enter upon such land 
for the purpose of actually occupying the right of way until the 
damages assessed by the jury of inquest and the cost have been 
actually paid; or, if an appeal has been taken, until the bond has 
been given to abide by the final judgment as before provided. 

See 6 Cold., 162; 7 Heis., 518. 535; 13 Lea, 671. 

SEC. 32 (1347). Owner may have inquest or sue for dam- 
ages, When ; proceedings. If, however, such person or com- 
pany has actually taken possession of such land, occupying it 
for the purpose of internal improvement, the owner of such 
land may petition for a jury of inquest, in which case the same 
proceedings may be had, as near as may be, as hereinbefore 
provided; or he may sue for damages in the ordinary way, in 
which case the jury shall lay off the land by metes and bounds 
and assess the damages, as upon the trial of an appeal from the 
return of a jury of inquest. 

SEC. 33(1348). Limitations of proceedings by owner. The 

owners of land shall, in such cases, commence proceedings 
within twelve months after the land has been actually taken 



NASHVILLE, CHATTANOOGA fe ST. LOUIS RAILWAY. 327 

possession of, and the work of proposed internal improvement 
begun, saving, however, to unknown owners and nonresidents 
twelve months after actual knowledge of such occupation, not 
exceeding three years, and saving to |>ersons under disabilities 
of infancy, coverture, and unsoundness of mind twelve months 
after such disability is removed, but not exceeding ten years. 

SEC. 34. Gauge, transportation charges; tracks not to ob- 
struct roads, Streets, etc. The corporation is authorized to 
adopt such gauge as they may prefer. The charge for trans- 
portation shall not exceed twenty-five cents per hundred pounds 
on heavy articles and ten cents per cubic foot on articles of 
measurement for every hundred miles transported, and four 
cents }>er mile for every passenger, with power to make special 
contracts with shippers on their roads in regard to rate of 
freight, so as not to exceed the amounts herein designated. 
The line of track of the road shall be so constructed so as not 
to interfere with convenient travel of the public along the high- 
ways, country roads, streets and alleys of cities, towns, and 
villages, and so as to allow carts, wagons, carriages, and other 
vehicles conveniently and safely to pass over or under the line 
of the track, and so as not to intercept traveling on foot or 
horseback, or in vehicles of any kind, from the necessary and 
proj>er use of the public roads, streets, or alleys, in the usual 
and proper mode for their convenience. 

SEC. 35. Crossings, Signboards. Boards well supported by 
posts or otherwise shall be placed and constantly kept across 
each public road, when the same is crossed on the same level 
by the track of the railway, the Ixmrds to be elevated so as not 
to obstruct travel, and on each side of said boards there shall 
be printed in large letters, easily to be seen by the traveler, the 
words: "Railroad Crossing Look out for the Cars.'' Said 
boards need not l>e put up at the crossing of streets and alleys 
in cities, towns, and villages, but such railroad company shall 
1x3 subject to such proper regulations made by municipal au- 
thorities, in pursuance of general municipal powers regulating 
speed, passage, and flagmen in such municipalities and at cross- 
ings; and when there are sidings and switches, the whistle shall 



328 ORIGINAL CHARTER WEST NASHVILLE BRANCH 

always be blown at a distance of not less than two hundred and 
fifty yards from every crossing of a public road. When land 
on both sides of the track is owned by the same proprietor, 
convenient crossings shall be made and kept up at the expense 
of the corporation for the use of said proprietor, and all neces- 
sary cow-gaps made. 

SEC. 36. Regulations for running trains; fare must be 

paid. The board of directors shall fix the regular times for 
the running of trains for the transportation of passengers and 
property, and shall furnish sufficient accommodation for the 
safe, comfortable, and convenient transportation, and shall take, 
transport, and discharge such passengers and property at, from, 
and to such places on the due payment of freights, tolls, and 
fare legally authorized to be charged therefor, and in case of 
the refusal of said corporation, their officers or agents, to take 
and transport any passenger, or to deliver the same, or either 
of them, at the regular and appointed time, such corporation 
shall pay to the party aggrieved all damages thereby suffered, 
with costs of suit. If any passenger refuse to pay his toll or 
fare, the conductor may put him off the cars at any station or 
convenient point where said passenger can step on land. 

SEC. 37. Prohibited contracts, must receive freight from 

Other roads. The corporation shall make no contract giving 
any person a preference in the speedy shipment of freights. 
This corporation shall receive on their road fall freighted cars 
from other roads, and transport them, without breaking bulk, 
to the place of destination, charging for the goods, wares, and 
merchandise therein no greater rate of freight than is charged 
for similar goods, wares, and merchandise in their own cars, 
and return said cars free of charge; Provided, The cars thus to 

O ' 7 

be received are good and substantial, and also provided the 
distance said wares and merchandise are to be transported is 
not less than twenty miles. 

SEC. 38. Officers and directors, capital stock, shares, 

books. The said five or more corporators shall, within a 
convenient time after the registration of this charter in the 
office of the secretary of state, select from their number a 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 329 

president, secretary, and treasurer, or the last two offices may 
be combined into one, and shall not necessarily be stockholders, 
said president and the other corporators to constitute the first 
board of directors. The hoard of directors may fix the amount 
of capital stock of the company and the number of shares into 
which the same may be divided, and under their direction sub- 
scription books may be opened to obtain stock, all other per- 
sons having an equal right with said original cor|x>rators to 
subscribe for stock until the full amount of said capital stock is 
subscribed. When a sufficient amount of stock is subscril>ed, 
notice, personal or by advertisement in a newspaper where the 
principal office of the corporation is to be kept, is to l>e given 
of the time and place of an election of officers. The result of 
all elections is to be determined by a majority of the votes cast, 
each share to represent one vote. 

SEC. 39. Directors may increase capital. The board of di- 
rectors may, at any time, increase the capital stock, if the 
necessities of the corporation, in their estimation, require said 

increase. 

The capital stock was increased to $80,000. See secretary of state's 
office, book PR p. 107. 

SEC. 40. May enter upon private lands. The company, by 

its officers or agents, may enter upon the lands of private per- 
sons for the purpose of making surveys, estimates, and location 
of route. 

SEC. 41. Shares of stock personalty. The stock is to be 

impressed with the character of personal projxjrty. 

We, the undersigned, apply to the State of Tennessee, by 
virtue of the law of the land, for a charter of incorporation for 
the purposes and with the j>owers, etc., declared in the fore- 
going instrument. 

Witness our hands, this sixteenth day of March, 1887. 

NORMAN M. PIERCE, 
VOLNKY JAMES, 
L. H. DAVIS, 

H. W. BUTTORFF, 

H. M. PIERCE. 

The above charter was properly acknowledged and registered in the 
register's office of Davidson county, in book 103, p. 1, and in secretary 
of state's office, in book F, p. 126. 



330 DEED TO WEST NASHVILLE BRANCH 



CHAPTER XXIX. 

DEED TO WEST NASHVILLE RAILWAY. 

NASHVILLE LAND IMPROVEMENT COMPANY \ 

TO -Deed. 
NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY. ) 

WHEREAS, The Nashville Land Improvement Company, a 
corporation chartered under the laws of the State of Tennessee, 
is the owner, by deed and otherwise, of a railroad consisting of 
track bed, steel rails, cross-ties, and a right of way forty feet 
in its entire width, or of twenty feet on either side of the center 
of the track as now laid out and fenced, together with the fran- 
chise to operate the same, and other rights and privileges 
hereunto appertaining and belonging, with depots and depot 
grounds, buildings, switches, etc., extending from a point on 
the Northwestern division of the Nashville, Chattanooga & St. 

' O 

Louis Railway, two and six-tenths miles from Church street, 
twelve thousand feet to a point near Cumberland river, and 
wherever said land improvement company own other lands be- 
yond the terminus of said road, and desire to have said road 
extended as hereinafter indicated; and, 

WHEREAS, Said land improvement company desires to sell 
said railroad, and all its franchises, rights, privileges, etc., as 
more fully set out herein, to the Nashville, Chattanooga & St. 
Louis Railway, and to secure to itself thereby certain benefits 
of transportation freightage; 

Now, in consideration of this conveyance, and the mutual 
covenants, agreements, and undertakings herein specified and 
set out, the said land improvement company does hereby bar- 
gain and sell, alien and confirm and convey, to the Nashville, 
Chattanooga & St. Louis Railway, and its assigns and its suc- 
cessors forever, the following real and personal estate, viz. : 
Said railroad tracks as now located, laid out and built, com- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 331 

mencing at a point on the Northwestern division of the Nash- 
ville, Chattanooga & St. Louis Railway, as indicated in the 
preamble hereto, for the distance of 12,000 feet, to a point 
near the Cumberland river, and to station 120 of said railroad 
tracks, and continuing; from that point north 2 3" east 25 feet 
from station 120; running thence north 87 31" west 1,110 
feet; thence north 2 30" east 25 feet; thence north 87 30" west 
33.3 feet; thence on a 3^ curve to right 1,200 feet; thence 
north 37 25" west 2,654 feet; thence south 32 s 35" west 100 
feet; thence south 57 25" east 2,654 feet; thence on a 3 
curve to left 1,204 feet; thence south 87 C 30" east 1,143.3 feet; 
thence north 2 3" east 75 feet to the beginning, together with 
all the steel rails, cross-ties, fastenings, spikes, switches, turn- 
outs, fences, depots and depot buildings, warehouses, sheds, 
and all appurtenances upon, over, and along said track as laid 
out, or upon said right of way as indicated herein. Also does 
sell, bargain, and convey all its franchises, rights, Franchlses 
and privileges given or conferred by its charter. pass> 
Said rights of way consist of forty feet of land, or twenty 
feet from the center of said track on either side 

, . . ,. , Right of way. 

between the two termini mentioned, except as par- 
ticularly specified, and except along that portion of said track 
which passes through the land of Joseph Elliston. On his por- 
tion of said track the width thereof is n sufficient number of 
feet on either side of each track as now laid out to lay a double 
track. Also it does alien and convey all its depots and depot 
grounds as now laid off and built upon, as shown upon plan 
No. 1 of said land improvement company. Also does it bar- 
gain and sell, alien, confirm, and convey, by this deed, blocks 
85), 10, 12, 31, and 33, as laid out and described, and bounded 
as shown on said plan No. 1 of said land improvement com- 
pany, which plan is registered in the register's office of David- 
son county, book 57, pp. 74, 75. 

And the said Nashville Land Improvement Company hereby 
covenants with the Nashville, Chattanooga & St. Louis Railway 
and its successors and assigns forever, that it is lawfully seized 
and possessed of each and every part and parcel of the real es- 



332 DEED TO WEST NASHVILLE BRANCH 

tate hereinbefore described, and of the rights of way hereinbe- 
fore described, to the width and extent set out, and of the other 
property herein described, and that it has a good right to con- 
vey the same, and that the same is free of all liens, taxes, 
mortgages, and other incumbrances whatever; and it forever 
warrants and defends the tit'.e of the same to the Nashville, 
Chattanooga & St. Louis Railway, its successors and assigns 
forever. The Nashville, Chattanooga & St. Louis Railway, in 
consideration of the premises, covenants and binds itself to take 
said property for railroad purposes, and use and operate the 
same as a railroad, with a view to develop the best interest of 
the land improvement company, and it also agrees and binds 
itself to run and operate trains along and upon said road at the 
following rates for passengers and freights: That it will charge 
between West Nashville and the Church street depot of Nash- 
ville, Chattanooga & St. Louis Railway not exceeding one cent 
per hundred pounds either way in full carloads on lumber, 
brick, stone, machinery, lime, sand, coal, coke, pig iron, wood, 
or heavy freight for building purposes; also raw material for 
manufacturing purposes, and the products of factories located 
in West Nashville, said freight to be loaded and unloaded by 
shippers or consignee, and that it will not charge on any other 
freight between said points exceeding ten cents per hundred 
pounds, and that no transfer charge will be made either way 
between Nashville and West Nashville upon shipments of freight 
to or from West Nashville to or from points on or reached via 
the Nashville, Chattanooga & St. Louis Railway or the Louis- 
ville & Nashville Railroad. The Nashville, Chattanooga & St. 
Louis Railway also agrees and covenants to run from Church 
street to the terminus of the West Nashville Railway in West 
Nashville, three passenger trains daily each way one in the 
morning, one at noon, and one in the evening charging five 
cents per passenger each way, and will run to the passenger 
depot in West Nashville four other passenger trains daily each 
way two in the morning and two in the afternoon if re- 
quested to do so by the land improvement company, and such 
other trains as the business may require, and may charge five 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 333 

cents {)cr passenger each way; and it is further understood and 
agreed that it will make special rates for school children, and 
that none of the above rates include baggage; and it also agrees 
as manufactories are consecutively erected along the line of 
road as indicated herein, that it will extend the same along the 
line thereof and upon the right of way as indicated herein. 

This July 6, 1887. 

NASHVILLE LAND IMPROVEMENT COMPANY, 

[SEAL.] By H. M. PIERCE, President, 

C. FLISHER, Secretary. 
STATE OF TENNESSEE, ) 
Davidson County. f 

Before me, J. C. McReynolds, notary public in and for said 
state and county, personally appeared H. M. Pierce and C. 
Flisher, with whom I am personally acquainted, the said H. 
M. Pierce being known to me to be the president and the said 
C. Flisher being known to be the secretary of the Nashville 
Land Improvement Company, the bargainor, and they severally 
acknowledged that said company and they, as its president and 
secretary, respectively, executed the foregoing instrument for 
the purposes therein expressed. And the said H. M. Pierce 
and C. Flisher, being by me first duly sworn, did severally de- 
pose and say that the said H. M. Pierce was the president of 
the Nashville Land Improvement Company, the within named 
bargainor, and the said C. Flisher was the secretory thereof; 
that they knew the corporate seal of said company, and that 
the seal affixed to the foregoing instrument, purjx)rting to be 
the corporate seal of said company, was such corj>orate seal, 
and that the same was thereto affixed by order of the board of 
directors of said company, and that, by like authority, they 
severally subscribed their names thereto as president and sec- 
retory of said company, and as its said act and deed, for the 
purposes therein expressed. Witness my hand and seal, this 
sixth day of July, A.D. 1887. 

[SEAL.] J. C. MCREYNOLDS, Xotary Public. 



334 DEED TO WEST NASHVILLE BRANCH 

The transfer of the West Nashville Railway to the Nashville, 
Chattanooga & St. Louis Railway, upon the terms and condi- 
tions set out in the annexed deed, is hereby accepted, in pur- 
suance of authority given by the board of directors and stock- 
holders of this company at their annual meeting held this day. 
Nashville, Tennessee, September 14, 1887. 
THE NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 

BY J. W. THOMAS, President. 
J. H. AMBROSE, Secretary. 

STATE OF TENNESSEE, ) 

Davidson County. j" 

Personally appeared before me, J. T. Spaulding, a notary 
public in and for the county aforesaid, the Nashville, Chatta- 
nooga & St. Louis Railway, by J. W. Thomas, president, and 
J. H. Ambrose, secretary, with both of whom I am person- 
ally acquainted, and who acknowledged that they each exe- 
cuted the foregoing instrument for the purposes therein con- 
tained. 

Witness my hand and notarial seal, at Nashville, Tennessee, 
this fourteenth day of September, 1887. 

[SEAL.] J. T. SPAULDING, 

Notary Public. 

Received September 14, 1887, at 4:40. Registered in R. O. 
D. C., in book 109, p. 47. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 335 



CHAPTER XXX. 

WESTERN A ATLANTIC RAILROAD. 
[WESTERN & ATLANTIC BRANCH.] 

How acquired by the Nashville. Chattanooga & St. Louis 

Railway. The Western & Atlantic Kail road, which extends 
from the city of Atlanta, Ga., to the city of Chattanooga, 
Tenn., a distance of 138 miles, is owned by the State of Geor- 
gia. On November 12, 1889, the legislature of that state 
passed an act authorizing the road to be leased. Advertise- 
ment was made for bids, in conformity to the provisions of 
the act, and the Nashville, Chattanooga & St. Louis Railway 
submitted a proposition, in writing, offering to lease the road, 
together with all its houses, workshops, rolling stock, depots, 
and appurtenances of every kind and character, subject to the 
provisions of the act above referred to, for the period of twenty- 
nine (29) years, and agreeing to pay therefor the sum of thirty- 
five thousand and one dollars (#35,001) per month as rental 
for the same. This bid was accepted June 30, 1890, and on 
July 19, 1890, the governor of the state formally executed the 
lease contract, which was to take effect immediately after the 
termination of a then existing one which had been executed on 
December 27, 1870, and was to expire twenty years thereafter. 
The act of November 12, 1889, authorizing the lease may be 
found further on in this chapter, and the lease contract is set 
out in the next. 

1. When road built by Georgia. The Western A Atlantic Railroad 
was authorized to be built by an act of (Jeorgia approved December 21, 
183t>, and amended by acts December 23. 1837: December 2U, 1838 (two 
acts); December 18, 1838; December 21. 183'.l; December 24, 1840; Decem- 
ber 4, 1841; December 1, 1842; December 22, 1843; December 24. 1845; 
December 2fl, 184f>; December 27. 184. r >; December 30, 1847; December 23, 
1847; February 23, ISM) (two); February 8. 1850. 

2. Legality of lease. The Nashville. Chattanooga & St. Louis Kail- 
way had the power to lease this road. Under the Acts of Tennessee, 
1857-58, ch. 8, p. 5, it was granted the authority to lease any railroad 



336 ABSTRACT OF TITLE WESTERN & ATLANTIC BRANCH 

connecting with it for such time and upon such terms and conditions as 
might be agreed upon. In addition, the authority was also conferred 
by Acts 1869-70, ch^ 49, p. 327, sec. 4; 1871, ch. 69; 1881, ch. 9, p 10, sec. 
2. Authority to lease has been enlarged subsequently to the execution 
of the lease contract by Acts 1891. ch. 61, p. 146, and ch. 125, p. 274. The 
lease act itself gave axithority in Georgia, though the power was already 
possessed. See, also, general discussion herein under the power to 
Lease. Refer to index. 

3. What personal property passed under lease. In addition to the 
railroad, the Nashville. Chattanooga & St. Louis Railway also came 
into possession of the following property under said lease contract: 
Forty-five locomotives, valued by the state at $161,526 and by lessee at 
$109,300; 32 passenger, baggage, and postal cars, valued by state at $66,- 
600 and by lessee at $o5,200; 455 box cars, valued by state at $91,910 and 
by lessee at $68,250; 120 coal cars, valued by state at $21,000 and by lessee 
at $15, 000; 100 flat cars, valued by state at $16, 000 and by lessee at $10,000; 
15 stock cars, valued by state at $4,005 and by lessee at $2,250; a large 
quantity of tools, supplies, etc., valued by the state at $33,093.60 and 
by lessee at $33,093.60. All the foregoing property is carefully and 
accurately itemized and is now on file in the secretary's office, and is 
itemized and set out in full in next chapter. 

4. Relation state of Georgia bears to road. See 964 of the code 
of Georgia, 1882. See also, 54 Georgia, 635; 28 Georgia, 180. 

5. What laws applicable to road. See I 965 et seq. of the code of 
Georgia, 1882. See also, " Lease Act" further on in this chapter. 

Width Of right Of way. There is nothing in the acts of 

Georgia, approved December 21, 1836, or amendments thereto, 
authorizing the road to be built, which specifies any particular 
number of feet to be appropriated for a right of way, nor is 
there any clause providing for a specified width in the absence 
of any contract with the original landowner, where he failed to 
apply in time for assessment. This being so, the width of right 
of way in Georgia will depend upon the actual amount appro- 
priated through each landowner's premises, and to determine 
which reference must be had to the records on file in each 
county through which the road runs. The state claims, how- 
ever, to own thirty -three feet on each side of the center of the 
road. 

In Tennessee the width of right of way is ascertained differ- 
ently. By Acts Tenn., 1837-8, ch. 221, p. 319, the Western 
& Atlantic Railroad was authorized to be built in Tennessee, 
with all the rights, privileges, etc., of the Hiwassee Railroad 
Company, and by Acts 1847-8, ch. 195, p. 330, all the rights, 
privileges, and immunities of the Nashville & Chattanooga 
Railroad Company were conferred upon the State of Georgia 
in the construction of said road. Sections 24 and 25 of the 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 337 

charter of the Nashville & Chattanooga Railroad Company 
grant it one hundred feet on either side of the center of the 
road, in the absence of any contract with the original landowner 
to the contrary, where he failed to apply in time for assess- 
ment of damages. 5 Pickle (Tenn.), 293. 

For a full discussion of this, see notes to sees. 24 and 25 of 
the charter of the Nashville & Chattanooga Railroad Company, 
ch. 1 herein. 

1. The Acts of Tenn., 1837-8, ch. 221, and Acts 1847-8, ch. 195. above 
referred to, are set out in the next chapter among the Tennessee acts 
relating to the Western fc Atlantic Railroad. 

2. Hiwassee Railroad Company charter. For. charter of Hiwassee 
Railroad Company, see p. 63 herein. 

3. Nature of company's control of right of way. The dominion of a 
railroad corporation over its trains, tracks, and right of way is no less 
complete or exclusive than that which every owner has over his own 
property. Hence the corporation may exclude or admit whom it pleases 
when they come to transact their own private business with passengers 
or other persons. This applies to selling lunches to or soliciting orders 
from passengers, and a mere implied license, no matter how long en- 
joyed, to transact such business, for which no compensation has been 
paid, is revocable at any time. 81 Ga., 461. See, also, general discussion 
herein, under Rhjlit of Way, Rules and Regulations. .Refer to index. 

4. Map of right of way. By Acts Ga., approved December 16, 1895, a 
map of the entire line of the Western & Atlantic Railroad has been 
made, and is now on file in the secretary of state's office. A certified 
copy thereof is admitted as prlnui facie evidence by terms of act. 

ACT AUTHORIZING LEASE OF WESTERN & 
ATLANTIC RAILROAD, AND INCORPO- 
RATING LESSEES. 

[Acts Georgia, 1889, p. 362.] 

SECTION 1. Governor authorized to lease Western & Atlantic 

Railroad; terms. Be it enacted by the Senate and Home of 
Representatives of the. State of Georgia, in General Assembly 
met, That the governor of the state l>e, and he is hereby, au- 
thorized to lease the Western & Atlantic Railroad, together 
with all its houses, workshops, rolling stock, depots, and ap- 
purtenances of every kind and character, to a company or cor- 
poration, or to any party or parties, who shall give good and 
sufficient security as hereinafter provided for; the said lease 
to take effect and become operative f rom and after the expira- 
tion of the present lease, upon the following terms and accord- 



338 ACT LEASING WESTERN & ATLANTIC BRANCH 

ing to the folio win provisions: The said lease to be 
Temrsoflease. c . , 

for a term of not less than twenty years, and for a 

sum of not less than thirty-five thousand dollars per month; 
or for a term of not less than thirty years, and for a sum of 
not less than forty thousand dollars per month; or for a term 
of fifty years, and for a sum of not less than forty-five thousand 
dollars per month, the rental to be paid monthly into the treas- 
ury of the state, for the use of the state. 

Lease, when made. When advertisement was made under this act, 
the Nashville, Chattanooga & St. Louis Railway submitted a bid, which 
was accepted June 30. 1890, and, on July 19, 1890, the governor of the 
state formally executed the lease contract to said railroad company. See 
contract of lease in ne^t chapter. 

SEC. 2. Governor tO advertise for bids. Be It farther en- 
acted, That the governor shall advertise for four weeks, weekly 
(immediately preceding the twenty-seventh of June, 1890), in 
such newspapers in the State of Georgia as he ma} 7 designate, 
the number not to exceed four, and also one leading newspaper 
in each of the following cities: Chicago, 111., Cincinnati, Ohio, 
New York, N. Y. , such advertisement to be a definite proposal 
for bids as authorized by this lease act for the lease of the Wes- 
tern & Atlantic Railroad and other property in this act re- 
ferred to. 

SEC. 3. Bids, how made and opened ; rejection of, readver- 

tisement. Be i.t further enacted. That all bids for the lease 
of said road shall be submitted, in writing, to the governor of 
this state, on or before the twenty-seventh day of June, 1890, 
Check for and accompanied by a certified check for 25,000, 

$25,000 to / . ,. 

accompany bid. on some good and solvent bank in this state, as a 
guarantee of the good faith of the bidder, to be forfeited to the 
state if the bid is accepted by the state and the terms thereof 
shall not be complied with by the bidder. And the governor, 
comptroller-general, secretary of state, treasurer, and attorney- 
general, or a majority of them, within three days after the ex- 
piration of the time allowed for the reception of bids, shall 

open and examine said bids in the presence of the 
Opening bids. ... . . , , ,, . ,. , 

public and the bidders or their representatives who 

may be present; and the governor shall give due notice of the 



NASHVILLE, CHATTANOOGA <fe ST. LOUIS RAILWAY. 339 

time and place of such opening and examination of the bids by 
publishing the same in daily newspapers in the city of Atlanta 
one time, and determine which shall be accepted, with the right 
to reject any and all bids; and, in accepting bids, everything 
else being equal, the highest and best bidder for the longest 
term shall be accepted. 

In the event all bids are rejected, then the governor shall, in 
ten days thereafter, readvertise the road under the same terms 
and conditions. In case the bidder accepted by the , n case allblds 
state shall fail to comply with his bid and take the re J* cted - 
road, it shall be readvertised, and the bidder shall be liable to 
the state for whatever damages may result to the state from 
his failure to comply with his bid, in addition to the twenty-five 
thousand dollars forfeited under this section; Pro- 
vided, That no price less than that named in section 
1, for the several terms, shall be accepted. 

SEC. -L How lease contract to be drawn and executed, de- 
posit of bonds. Be it further enacted, That any contract of 
lease entered into under this act shall be drawn and prepared 
by the attorney-general of this state, signed in du- Contract must 
plicate by the parties leasing said road and the gov- J'torney 6 - by 
ernor of the state. And, within twenty days after * eneral - 
the acceptance of the bid, the successful bidder shall execute 
the contract required and make the deposit of bonds with the 
treasurer, to which bonds he shall have access, for the purjx^se 
of drawing the interest thereon. 

SEC. 5. Bonds to be deposited, conditions thereof, lease for- 
feited, When. Be it further enacted, That said lessees shall 
deposit with the treasurer of the state recognized valid bonds 
of the State of Georgia, or of the United States, of the par 
value of five hundred thousand dollars, and should said bonds, 
at any time, depreciate in value l>elow their par value, or be re- 
duced in payment of penalty in the nature of forfeiture, said 
lessees shall, within thirty days, make good said dejwsit, on l>eing 
notiHed thereof by the governor, by the deposit of other bonds of 
like kind as above, so that bonds of the par and market value of 
five hundred thousand dollars shall, at all times, l>e deposited with 



340 ACT LEASING WESTERN & ATLANTIC BRANCH 

the treasurer as aforesaid, and, in default thereof, the governor 

may, in his discretion, declare said lease forfeited, 
Forfeiture. . , . . . 

with all the incidents of forfeiture herein provided. 

It shall be the duty of the governor and treasurer, from time 
Value of bonds ^ time, *o inquire into the value of said bonds so 
ported b to r feg- deposited and report the same to each session of the 
legislature, and said bonds shall be held as collat- 
eral security by the state for the faithful performance of all the 
terms, obligations, and contracts of the lessees under said lease. 

In compliance with the terms of the above section, the Nashville, 
Chattanooga & St. Louis Railway deposited with the treasurer of the 
State of Georgia, when the lease was executed, the following bonds of 
the State of Georgia, which are now held by him, subject to the condi- 
tions of this act: Nos. 21 to 40, due 1921, for $5.000 each, making $100,- 
000; Nos. 41 to 60, due 1922, for $5,000 each, making $100,000; Nos. 61 to 
70, due 1924, for $5,000 each, making $50,000; Nos. 71 to 90, due 1924, for 
$5,000 each, making $100,000; Nos. 91 to 110, due 1925, for $5,000, each 
making $100,000; Nos. Ill to 120, due 1926, for $5,000 each, making $50, 000; 
total, $500,000. 

SEC. 6. Bonds collateral security for faithful performance 

Of lease; additional Security.^ it further enacted, That the 
bonds deposited under the requirements of the fourth section 
shall be regarded merely as collateral security for the faithful 
performance by the lessee of the terms of the lease contract, 
and shall not be held as exhaustive of other rights of the state 
as lessor. And after said bonds have been applied in whole 
or part, as damage, penalty, or forfeiture for any act done or 
omitted to be done, or any violation of the terms of the lease 
as herein provided, the original party to the lease, whether cor- 
poration, person, or persons, as well as the company chartered 
hereby as Western & Atlantic Railroad Company, shall be liable 
further to the State of Georgia for any damage caused the state 
by any breach or forfeiture, under said contract, of this act. In 
Additional addition to the deposit as security required by the 
security. terms of this act, and the personal and corporate 

liability imposed by the terms of this act, the legislature may 
at any time require the lessee or lessees to enter into bond with 
good security, to be approved by the governor and attorney- 
general, in such sum, not to exceed tive hundred thousand dol- 
lars, as the legislature may deem necessary to fully protect the 
interest of the state. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 341 

. 7. Betterments; road to be kept first-class; examin- 
ers; lessee to report to legislature, when. Be it furtlw en- 

>/'//, That when the roa<l is leased under the provisions of this 
act, it shall l>e, and is hereby, distinctly provided that all im- 
provements, betterments, or ameliorations whatever, shall be 
made at the expense of the lessee or lessees, and no claim for 
such will ever )>e entertained or allowed by the state. All at- 
tachments to the realty shall be considered permanent. It is 
also distinctly provided that the lessee or lessees shall, at all 
times, keep the said road in the condition of first-class roads in 
Georgia, safely and expedltiously to carry on the business of 
said road. The governor of the state shall have the power to 
appoint a board of examiners, to consist of three, Boafd of 
and the board of examiners so appointed shall have ex mlners - 
the power to subpoena witnesses and examine them, and also the 
power to require the production of books, contracts, and any 
and all kinds of writings that may throw light or information upon 
the subject-matter or matters under investigation. And if, by re- 
port of the examiners appointed by the state's authorities, it shall 
appear that the lessee or lessees have permitted said road to be 

reduced to a condition below the first-class roads of Lessee liable 
... .. . , for deteriora- 

this state, or any of said property has been lost, con- tion in value. 

sumed, or permanently removed from the state, the lessee or les- 
sees shall be liable for such depreciation or deterioration, or loss, 
consumption, or removal, and the governor of the state shallapply 
a sufficiency of the bonds deposited as security to restore said road 
to its condition at the date of the aforesaid previous examination; 

Pweided, That l>efore proceeding under and by vir- 

, . .j . Proviso, 

tue of any report of said examiners, to apply any of 

the bonds deposited by said company as security, the governor 
shall cause a copy of such report to be delivered to the presi- 
dent, or some other officer of said company, and the company, 
shall have ten days from the receipt of such copy within which 
to file objections to said report with the governor; and, upon 
such objections being tiled, the governor and the company shall 
appoint two men each, and these four shall appoint a fifth man, 
all of said men to l>e railroad experts, and none of them con- 



342 ACT LEASING WESTERN <fe ATLANTIC BRANCH 

nected with said railroad, nor with any railroad interested 
therein, and said five men, so selected as aforesaid, shall consti- 
Board of ^ u ^ e a hoard ^ arbitration, who shall examine the 
arbitration. matters referred to in the report and exceptions, and 
shall make up an award, which shall he final and conclusive in 
the premises. And it shall be the duty of said lessees, on or 
before the first day of October of each and every year, to make 
Official re- anc * ^' e w ^ ^ ne governor of this state an official 
condlttoVof report of the condition of said Western & Atlantic 
Railroad and all the property connected therewith, 
which report shall contain and set forth the following facts: 
What improvements have been made by the lessees, or addi- 
tions made to the track, bridges, depot buildings, or side tracks; 
what rolling stock has been purchased by said road; the amounts 
received from passengers and freights; the expenses incurred 
in the operating of said road; the amount of freight carried 
over said railroad and the rates charged for the same; and any 
and all other facts necessary to the furnishing complete infor- 
mation of the condition and operations of said railroad for each 
year during said lease. 

The present Western & Atlantic Railroad Company is liable for con- 
tinuing a nuisance after notice, though it was originally placed there 
by the former company. 93 Ga. , 561. 

SEC. 8. Inventory; lessee incorporated, name, general pow- 
ers. Be It further enacted, That the governor shall appoint 
inventory to ^ ve citizens of this state, of high character, two of 
preTenViease" 6 w hom are experts in railroad management, who, 
after making oath that they are neither directly or 
personally connected or interested in the present or future lease 
of said road, except as citizens of this state, shall proceed, sixty 
days before the expiration of the present lease, to examine the 
road and its houses, workshops, depots, and rolling stock, and 
all other appurtenances, of every character, and shall make out, 
in writing, a schedule or inventory of the same, carefully de- 
scribing and setting forth the true condition of the road and its 
rolling stock and appurtenances, and property of every character, 
with the value thereof, which shall be recorded in the office of 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 343 

the secretary of state, and filed in the executive office, and a 
copy furnished the lessees under this act; and as soon as the 
terms of the lease are agreed upon between the governor and 
lessee or lessees, and the name or names of the company or 
corporation, or parties leasing the road and its appurtenances, 
has been entered on the minutes of the executive department as 
the persons or corporations proposing to take said lease, and 
the acceptance of the proposition by the governor shall also 
have been recorded, and a receipt given to the state by the 
lessees under this act for all the property turned over to them, 
the persons, associations, or corporations accepted as lessees 
under this act, if not already a corporation created under the 
laws of Georgia, shall, from the time of such acceptance and 
until after the final adjustment of all matters springing out of 
this lease contract,. become a body politic and cor- Lesseestobe . 
porate under the laws of this state, under the name ra^body 1 -" 
and style of the Western & Atlantic Railroad Com- name ' 
pany, which body corporate shall be operated only from the 
time of their taking possession of said road as lessees; and it 
shall have the power to sue and be sued on all contracts made 
by said company, in any county through which the road runs, 
after the execution of said lease, or for any cause of action 
which may accrue to said company, and to which it may be- 
come liable. After said lease is executed, it shall have power 
to make all rules, by-laws, and regulations for the Ceneral 
government of said company, and for the working P wers - 
and management of said road, which are necessary and usual 
with railroad companies in this state, and which are not in con- 
flict with the constitution and laws of this state or the United 
States. The principal office and place of business p,^.,, 
of said company shall be in this state; Provided, offlce - 
That nothing in this act shall l>e construed as an amendment of 
the charter of any corporation which may lease said road; Pro- 
vided further, That if said lessee is a corporation already in- 
corporated under the laws of Georgia, it shall oj>erate said rail- 
road as the "Western & Atlantic Railroad," and Corportte 
such lessee may l>e sued on any contract or cause of " me> whcn - 



344: ACT LEASING WESTERN & ATLANTIC BRANCH 

action arising out of said lease for the operation of said road, 
in any county through which said road runs. 

1. Incorporation. The Nashville, Chattanooga & St. Louis Railway, 
under the above section, became incorporated as to the line of this road 
in Georgia under the name and style of the "Western & Atlantic Rail- 
road Company." Under that name it must now be sued, or a nonsuit 
will be entered. 91 Ga., 24. 

2. An act incorporating a company is a public law, and need not be 
given in evidence. 74 Ga., 509. 

SEC. 9. Freight and passenger tariffs, lessee to be held 

harmless against bonds On road. Be it further enacted, That 
said lease company shall be subject to, and required to observe 
and obey, all just and reasonable rules, orders, schedules of 
freight and passenger tariffs as may be prescribed by the laws 
of this state and the railroad commission of this state; and said 
lease company shall charge no greater rate per ton per mile on 
through freight on said railroad than the local rate allowed and 
fixed on similar freights by the railroad commission for said 
railroad; and said company shall not discriminate against any 
railroad company or persons, or parties or places having busi- 
ness connections or relations with said Western & Atlantic 
Railroad, but all schedules of freight and passenger tariffs shall 
be so arranged as to give all connecting roads and all places 
and persons having business relations with said road a fair and 
equal chance, doing equal justice between them in everything 
connected with the management of said road; and that said 
lease company shall have the exemptions, privileges, immuni- 
ties, rights, and guarantees, and shall be subject to the same 
laws, liabilities, disabilities, and public burdens on other rail- 
road companies in this state, and no more, in all cases where 
this act is silent and has made no provision on this subject. 
And it Is further enacted, That the state pledges her faith to 
redeem all bonds on said road which have been 
issued by the state and now recognized by the 
state and on which interest is now being paid, together with 
all interest coupons as they fall due, and to save the lessees 
harmless against said bonds and coupons. 

SEC. 10. Existing contract ; how road and rolling stock to 
be received and accounted for; forfeiture of \tast. Beit fur- 



NASHVILLE, CHATTANOOGA & ST. LOUI8 HAILWAY. 345 

eiutcted, That the said lease shall in no way interfere with 
the contract now existing tatween the state and the ExlstlB| 
present lessees; and the lessees, under this act, shall contract - 
receive the roadbed in its condition at the time the lease con- 
tract is made, ordinary and natural wear and tear, until the ex- 
piration of the present lease, excepted; and the governor shall 
appoint three expert railroad men, not connected with the lease 
company or any corporation having shares therein, whose duty 
it shall he to examine the roadbed and its appurtenances within 
ten days prior to the oj>ening of the bids, and make a full and 
complete report of the condition of the same to the Reports as to 
governor, to be tiled in the office of the secretary road, 
of state, which report shall be taken as the true condition of 

the road at that time. In the event the road is re- in event road 

is readver- 
advertised for lease, a like examination and report tised. 

shall l>e made prior to the opening of the bids, together with 
that part of the personalty received by the lessees, except old 
iron, not in use, wood and cross-ties, and material in car shops 
and machine shops, and which is shown by the inventory of file 
in the secretary of state's office, taken under the lease act of 
1870, and supplementary inventory of 1872, subject to the 
right of the present lessees, at option, to deliver the pro|>erty 
therein specified, if in as good condition as when received, or 
property of like kind and character, in a like condition, or of 
increased capacity, or, upon failure to do so, then to account 
for the full value of the same in money. The money so re- 
ceived shall be reinvested in engines or cars by said lessees, 
acting with the concurrence of a competent and disinter- 
ested railroad expert, to be appointed by the governor. 
Said property so purchased shall belong to the state, subject 
to the provisions of the lease, and an inventory of the same, 
signed by the lessees and the said railroad expert, shall be filed 
with the secretary of state; Provided, That the state 
shall not be bound, nor the rights of the state limited, 
by any statements or conclusions made in said report of said 
arbitration, of date December 19, 1872. In case the lessee or 
lessees under this act shall fail or refuse to pay whatever sum 



346 ACT LEASING WESTEKN & ATLANTIC BRANCH 

Damages for ma y ^ e a g ree d upon, according to the provisions 
Monthly Wy f this act > as a monthly rental into the treasury 
of the state, within twenty days after the end of 
the month, the lessee or lessees shall forfeit to the state six 
months' rental as damages, to be collected out of the bonds de- 
posited under this act. For failing or refusing to comply with 
Forfeiture sa ^ l ease contract, the governor, at his option, may 
of lease. declare the lease forfeited, and take immediate pos- 

session of said road and its appurtenances; and if any resistance 
is offered by the lessee or lessees, it shall be the duty of the 
sheriffs of all the counties in this state through which said rail- 
road runs to aid the governor with the posse comitatus of their 
respective counties, to take the possession and expel the lessee 
or lessees who have failed or refused to make payments when 
due, as aforesaid; and in ten days after he has terminated the 
lease and taken possession of the road for the state, the gov- 
ernor shall apply the remaining bonds deposited as damages on 
account of the forfeiture as far as the same may go. 

The rolling stock and personal property received was itemized and re- 
ceipted for in full. The list is herein to be found in the next chapter. 

SEC. 11. Taxes, subletting prohibited, exception, improve- 
ments belong to State. Be it farther enacted, That said lessee 
or lessees shall be required to pay all taxes and assessments 

upon the property of this state in the State of Ten- 
Taxes. , . 

nessee, and in (jreorgia upon all property owned or 

controlled by them, not received from the state, and such fur- 
ther taxes upon their income as is now paid by the Central 
Railroad & Banking Company, and shall not sublet said" road, 
or any part thereof, to any other company, corporation, or 
party, provided the lessees may sublet any property not needed 
Proviso as to ^ O1 ra ^ roa( ^ purposes; Provided, That, in the opin- 
subiettmg. j on o f ^ ne attorney-general, this can be done with- 
out invalidating the state's title thereto; and all improvements 
put on said property by the lessees or their tenants, shall be- 
long to the state at the expiration of said lease. 

1. Subletting prohibited; may mortgage, when. The above section, 
prohibiting subletting in no manner prevents the mortgage or assign- 
ment of the entire leasehold interest. It is frequently important to de- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 347 

trrmine whether au act of the lessee is, in law, an assignment or a sub- 
leasing. It is uniformly held that if the entire leasehold interest is alien- 
ated, it is an amiiyinnent. If it is for a period which is to expire before 
the expiration of the original lease, it is a subleasing. Hurton on Real 
Property, sec. 889; J Wash, on Heal Property, sec. 510; 108 Mass., 558. 
See, also, 53 I'enn. St., 20(1806): 47 Minn.. lf*9; 102 X. Y., 008. 

A mortgage or assignment of the entire leasehold interest is in no man- 
ner a violation of a covenant not to sublet. The authorities are clear 
upon this subject. 27 Barb. (N. Y.). 415; 25 X. J. L. (1 Dutch.), 2U1, 285; 
33 N. J. D. (4 Vr.), 254; 47 Minn., 189; 15 L. II. A., 230; 10 .Johns., 159; 1 
Wood on Landlord and Tenant, sees. 258, 327; Taylor on Landlord and 
Tenant, sec. 16; 129 111., 318-327. See, also, 14 Lea(Tenn.), 92; 9 Lea, 1. 

Hence, there was nothing in the above section to prevent the Nash- 
ville, Chattanooga & St. Louis Railway from mortgaging its entire lease- 
hold interest in this road, which it did. together with the $500.000 of 
bonds deposited with the treasurer of Georgia, to secure an issue of 
$050,000 of bonds known as the ' Western t Atlantic Railroad Income 
Honds. " Said bonds were issued by the Nashville. Chattanooga & St. 
Louis Railway to reimburse itself for moneys expended by it in repair- 
ing and renewing the bridges, trestles, tracks, etc., of said Western fc 
Atlantic Railroad. 

2. Taxes, how paid. The above section also provides that the com- 
pany shall pay "such further taxes upon its Income as is now paid by 
the Central Railroad fc Hanking Company." The latter company was 
incorporated by Acts (Ja., 1833. The seventh section of its charter pro- 
vided that it should pay one-half of one per cent, on its net Income. 

SEC. 1-2. Rent, how paid; shops to remain in state; prin- 
cipal Office. lie it further enacted, That all payments required 
to l>e made under said lease shall be made in gold, or its equiva- 
lent. The railroad shops of the Western & Atlantic Railroad 
shall not be removed beyond the state of Georgia, and the prin- 
cipal office of the Western & Atlantic Railroad shall be within 
the limits of the State of Georgia. 

SEC. is. Governor to operate road, when. /^ it further 

enacted, That, in the event of a failure to lease the Western 
& Atlantic Railroad, or in the event of a forfeiture of the lease 
at any time, the governor shall operate said road under the 
provisions of the laws of this state until a lease can be made 
under this or any subsequent act of the legislature. 

SEC. U. Conflicting laws repealed. Be it further enacted, 
That all laws and parts of laws in conflict with this act be, and 
the same are hereby, repealed. (Acts Ga., 1S80, p. 362; ap- 
proved November 12, 1889.) 



348 LEASE CONTRACT WESTERN <fe ATLANTIC BRANCH 



CHAFfER XXXI. 

LEASE CONTRACT, LIST OF ROLLING STOCK, ETC., RECEIVED, 

AND ACTS GEORGIA AND TENNESSEE RELATING TO 

WESTERN & ATLANTIC RAILROAD. 

LEASE CONTRACT. 

STATE or GEORGIA, ) 
Co Ktrty of Fulton, f 

WHEREAS, The undersigned, John B. Gordon, the governor 
of said state, did, in strict compliance with the act of the gen- 
eral assembly of said state, entitled "An act to provide for the 
lease of the Western & Atlantic Railroad, to define the rights, 
powers, liability, and duty of the lessee, and for other pur- 
poses therewith connected," which act was approved November 
12, 1889, made an advertisement, which was a definite proposal 
for bids, as authorized by said act, for the lease of the said the 
Western & Atlantic Railroad, together with all its houses, 
workshops, rolling stock, depots, and appurtenances of every 
kind and character, being the property of said state, and which 
said act authorizes the governor of said state to lease as therein 
provided, said bids to be submitted in writing to said governor 
on or before the twenty-seventh (27th) day of June, eighteen 
hundred and ninety (1890); and, 

WHEREAS, On or before said last named date two bids only 
were so submitted, one of which was by the Nashville, Chatta- 
nooga & St. Louis Railway, a corporation created by the laws 
of the State of Tennessee, but not a corporation created by the 
laws of the State of Georgia, proposing and offering to lease 
the said Western & Atlantic Railroad and the other property 
hereinbefore mentioned, under and in accordance with the pro- 
visions of the said act, approved, as aforesaid, on the twelfth 
(12th) day of November, eighteen hundred and eighty-nine 
(1889), for a term of twenty-nine (29) years, and to pay there- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 349 

for the sum of thirty-five thousand and one dollars ($35,001) 
each month during said term, as required by said act; and, 

\VIIEKKAS, After the said governor had given due notice of 
the time and place of the opening and examination of the bids, 
in strict conformity to the requirements of said act, the gov- 
ernor, comptroller-general, secretary of state, treasurer, and 
attorney -general of said state opened and examined said bids, 
at the time and place so designated, in the presence of the pub- 
lic and the bidders, or their legal representatives, to wit, at 
eleven (11) o'clock in the forenoon of the twenty -eighth (28th) 
day of June, eighteen hundred and ninety (1890), at the cap- 
itol, in the city of Atlanta, Georgia, and then adjourned over 
until the following Monday, to wit, until the thirtieth (30th) 
day of June, eighteen hundred and ninety (1890), at four (4) 
o'clock in the afternoon, and then assembled again, and then 
and there, at the said capitol of the State of Georgia, at 4 
o'clock in the afternoon on the said thirtieth (30th) day of 
June, eighteen hundred and ninety (1890), did formally, and 
in writing, accept the said bid of the said the Nashville, Chat- 
tanooga & St. Louis Railway, which written acceptance was, 
on the same day, ordered by the governor to l>e entered on the 
the minutes of the executive department, together with both 
of the bids submitted as aforesaid, and the papers accompany- 
ing said bids, and was, together with accompanying paj)ers as 
aforesaid, entered on the minutes in said department in pursu- 
ance of said order; and, 

WHEREAS, Prior to the opening of said bids, the governor 
appointed three expert railroad men, to wit, Eben Hillyer, W. 
L. Clark, and .John Screven, not connected with the lease com- 
pany l>etween which and the said State of Georgia a lease of 
said railroad and the other property connected therewith now 
exists, or with any corporation having shares in said lease, who 
did, within ten days prior to the opening of said bids, examine 
the roadbed of the said the Western & Atlantic Railroad and 
its appurtenances, and made a full and complete report of the 
condition of the same to the governor, as required by the first 
clause or sentence of the tenth section of said act, which report 



350 LEASE CONTRACT WESTERN & ATLANTIC BRANCH 

was filed, in accordance with said section, in the office of the 
secretary of the state, on the twenty-sixth (26th) day of June, 
eighteen hundred and ninety (1890), and is taken by the parties 
hereto as showing the true condition of said railroad and the 
appurtenances thereof, which are mentioned and the condition 
of which is stated in said report, at the time the said report 
was filed as aforesaid: 

Now, this indenture, made and entered into on this the nine- 
teenth (19th) day of July, eighteen hundred and ninety (1890), 
between the said John B. Gordon, governor of the said State 
of Georgia, and for and in behalf of said state, as party of the 
first part, and the said the Nashville, Chattanooga & St. Louis 
Railway, a corporation as aforesaid, as party of the second 
part, witnesseth: That the said party of the first part, under 
and by authority of the said act, approved November twelfth 
(12th) eighteen hundred and eighty-nine (1889), and in pur- 
suance thereof, in consideration of the premises, and especially 
of the agreement of the party of the second part to pay into 
the treasury of the said state, in the city of Atlanta, Georgia, 
the sum of thirty -five thousand and one dollars ($35,001) 
monthly, as required by said act, and of the deposit with the 
treasurer of said state recognized valid bonds of the State of 
Georgia of the par value of five hundred thousand dollars 
($500,000), as required by said act, and particularly by the 
fourth and fifth sections thereof, as well as in consideration of 
all the other obligations and duties to be performed under the 
provisions of said act by the said party of the second part, does 
hereby lease to the said party of the second part, viz., to the 
Nashville, Chattanooga & St. Louis Railway, the said the 
Western & Atlantic Railroad (a railroad running from the city 
of Atlanta, in the State of Georgia, to the city of Chattanooga, 
in the State of Tennessee), together with all its houses, work- 
shops, rolling stock, depots and appurtenances of every kind 
and character, being the property of the State of Georgia, and 
which the said act authorizes the governor of said state to lease 
under the provisions thereof, for a term of twenty-nine (29) 
years, beginning from and immediately after the termination 



NASHVILLE, CHATTANOCMJA & 8T. LOUIS RAILWAY. 351 

of the lease contract now existing (which was executed on the 
twenty-seventh (27th) day of December, eighteen hundred and 
seventy (1870), and ends twenty (20) years from that date.) 
Said lease is made to said party of the second part with all the 
rights, powers, and privileges conferred on said lessees by said 
act, approved Noveml>er twelfth (12th) eighteen hundred and 
eighty-nine (1889), and subject to all the requirements, obliga- 
tions, and duties thereby exacted of said lessee, and which the 
said party of the second part hereby agrees faithfully to [>erforni 
in accordance with the provisions of said act; the said party of 
the second part also specially agrees to pay into the treasury of 
the said State of Georgia, each month during the continuance 
of said lease, the sum of thirty-live thousand and one dollars 
($35,001) in gold, or its equivalent, as required by said act. 

It is further stipulated and agreed by the parties hereto, that 
this lease is made by the -said party of the tirst part, and ac- 
cepted by the said party of the second part, under and sub- 
ject to all the provisions of the said act of the general assembly, 
approved, as aforesaid, on the twelfth (12th) day of November, 
eighteen hundred and eighty-nine (1880), and that both of the 
parties hereto, and all persons or corporations who are, or shall 
be, their lawful successors by virtue of said act, are, and shall 
be, bound in every particular by the provisions of said act, and 
that if said act conflicts in any resjract with this contract, said 
act is to govern and control. 

In witness whereof x the said .John H. Gordon, governor of 
the State of Georgia, has hereunto attached his official signa- 
ture and the great seal of said state; and the said the Nashville, 
Chattanooga & St. Louis Railway has, by its president, .John 
W. Thomas (who is authorized by said corporation so to do), 
signed and executed this contract and attached the corporate 
seal of said corporation, on the said nineteenth (19th > day of 
July, A.I), eighteen hundred and ninety (1890). 

Executed in duplicate in presence of 

PHILIP COOK, JOHN B. GORDON, 

Secretary of State. Governor. 

THE NASHVILLE, CHATTANOOGA & ST. Louis RAILWAY, 
J. H. AMBROSE, Secretary. By J. \V. THOMAS, 



352 



ROLLING STOCK LEASED WITH W. & A. BRANCH 



LIST OF ROLLING STOCK AND OTHER PERSONAL PROPERTY 

ACTUALLY RECEIVED FROM STATE OF GEORGIA 

BY NASHVILLE, CHATTANOOGA & ST. 

LOUIS RAILWAY. 

List of passenger, baggage, and postal cars received from the State of Georgia 
by the Nashville, Chattanooga & St. Louis Railway (lessee). 



NUMBER. 


PASSENGER CARS. 


VALUE 
BY STATE. 


VALUE 

BT LESSEE. 


1 


Built by W. & A. R. R. Co. Sept. 1858 


$ 1,600 


8 1,500 


o 


Rebuilt ' June, 1888 


3.000 


2,500 


4 


" " June. 1888 


3.000 


2,500 


7 


" ' July, 1879 


1,650 


1,500 


9 


Built " Nov. 1880 


1,750 


1,500 


10 


Rebuilt Nov. 1888 


3.100 


2,500 


11 


" ' Mar. 1876 


1,450 


1,200 


15 


" " Mar. 1881 


1.750 


1,500 


16 ... -- 


Nov. 1874 


1,450 


1,200 


18 . - . . 


" Dec. 1888 


3,150 


2,500 


19 


" " Dec*. 1888 


3.150 


2,500 


21 .- 


Built bv Jackson & Sharp, Sept. 1 880 


2,000 


1,700 


22 


Sept. 1880 


2,000 


1,700 


23 


W. & A. R. R. Co. Oct. 1880 


2,000 


1.700 


24 


" Oct. 1880' 


2,000 


1,700 


25 


Bought by W. & A. R. R. (2dh'd)Sep. 1 881 


950 


' 750 


27 


Built by Ohio Falls Co. May, 1884 


3,000 


2.500 


28 


" May, 1884 


3,000 


2,500 


29 


" " May, 1884 


3.000 


2,500 




Car Atlanta 


3,600 


3,000 


1 


BAGGAGE CARS. 
Rebuilt by W.&A.R.R.Co. Oct. 1878 


1,200 


1 000 


o 


" " Nov. 1878 


1.200 


1,000 


3 


" Sept 1889 


2 250 


2 500 


4 


Built " Nov. 1889 


2.250 


2,500 


5 - - 


Sept. 1881 


1,750 


1 250 


6 


" li Sept. 1881 


1 750 


1 250 




May, 1885 


2 050 


1 500 


6 


COMBINATION CARS. 
Rebuilt by W. A A. R R Co June 1885 


2 150 


1 750 


12 


May. 1881 


1,300 


1 000 


14 . 


" " Apr. 1881 


1 300 


1 000 


NAME. 

(rate City . . 
B.M.Turner 


POSTAL CARS. 

Rebuilt by W.&A.R.R.Co. Aug-. 1879 
Aug. 1879 


1,400 
1,400 


750 
750 


Total .. 




$66,600 


855 200 











NASHVILLE, CHATTANOOGA A 8T. LOUIS RAILWAY. 353 




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M V.I. V>i COCOCO 









i\'iin\m\ 

23 






354 ROLLING STOCK LEASED WITH W. & A. BRANCH 

List of the 456 Box Cars received from the State of Georgia by the Nashville, 
Chattanooga <5z St. Louis Railway (Lessee), December 27, 1890. 

NUMBER. 



11 


2228 


2662 


3424 


3494 


3661 


12630 


12916 


12 


2230 


2663 


3425 


3495 


3662 


12631 


12917 


15 


2231 


2664 


3426 


3496 


3663 


12633 


12918 


23 


2232 


2665 


3427 


3498 


3664 


12634 


12919 


51 


2233 


2666 


3428 


3499 


3665 


12636 


12920 


54 


2234 


2667 


3429 


3600 


3667 


12637 


12921 


74 


2236 


2668 


3430 


3602 


3668 


12638 


12923 


85 


2238 


2669 


3431 


3603 


3669 


12639 


12924 


87 


2242 


2671 


3432 


3604 


3670 


12640 


12925 


109 


2243 


2672 


3433 


3605 


3671 


12641 


12926 


145 


2244 


2673 


3434 


3606 


3672 


12642 


12927 


185 


2245 


2674 


3435 


3607 


3674 


12643 


12928 


215 


2246 


2675 


3436 


3608 


3675 


12645 


12929 


216 


2247 


2676 


3438 


3609 


3676 


12647 


12930 


228 


2248 


2677 


3439 


3610 


3678 


12869 


12931 


251 


2249 


2678 


3440 


3611 


3679 


12870 


12932 


269 


2250 


2679 


3441 


3612 


3680 


12871 


12933 


272 


2253 


2680 


3442 


3613 


3682 


12872 


12934 


291 


2254 


2681 


3443 


3614 


3683 


12873 


12935 


295 


2256 


2682 


3444 


3615 


3685 


12874 


12936 


297 


2257 


2683 


3445 


3616 


3686 


12875 


12937 


300 


2259 


2684 


3448 


3618 


3688 


12876 


12938 


331 


2260 


2685 


3450 


3619 


3690 


12877 


12939 


337 


2261 


2686 


3451 


3620 


3691 


12878 


12940 


338 


2262 


2687 


3452 


3622 


3692 


12879 


12941 


343 


2265 


2688 


3453 


3624 


3693 


12880 


12942 


390 


2267 


2689 


3455 


3626 


3694 


12881 


12943 


396 


2268 


2690 


3456 


3627 


3685 


12882 


12944 


401 


2269 


2691 


3457 


3628 


3699 


12883 


12945 


418 


2270 


2693 


3458 


3629 


12600 


12884 


12946 


4-34 


2272 


2694 


3459 


3630 


12601 


12885 


12947 


428 


2275 


2695 


3460 


3631 


12602 


12887 


12948 


439 


2278 


2696 


3461 


3632 


12603 


12888 


12949 


453 


2279 


2697 


3462 


3634 


12604 


12889 


12951 


464 


2281 


2698 


3463 


3635 


12605 


12890 


12952 


471 


2283 


2699 


3466 


3636 


12606 


12891 


12953 


473 


2284 


3400 


3467 


3637 


12607 


12892 


12954 


484 


2285 


3401 


3468 


3638 


12608 


12893 


12955 


492 


2288 


3402 


3470 


3639 


12609 


12894 


12956 


506 


2289 


3403 


3471 


3640 


12610 


12895 


12957 


515 


2292 


3404 


3472 


3641 


12611 


1 2896 


12959 


535 


2294 


3405 


3473 


3642 


12612 


12897 


12960 


561 


2295 


3406 


3474 


3643 


12613 


12898 


12961 


566 


2296 


3407 


3475 


3644 


12614 


12900 


12962 


2200 


2297 


3408 


3476 


3645 


12616 


12901 


12963 


2202 


2299 


3409 


3477 


3646 


12617 


1 2902 


12964 


2205 


2650 


3411 


3478 


3647 


12618 


12903 


12965 


2206 


2652 


3412 


3479 


3648 


12619 


12904 


12968 


2211 


2653 


3414 


3480 


3649 


12620 


1 2905 


12969 


2213 


2654 


3415 


3481 


3651 


12622 


12906 


12970 


2216 


2655 


3417 


3482 


3653 


12623 


12907 


12971 


2219 


2656 


3418 


3484 


3654 


12624 


12908 


12972 


oooo 


2657 


3419 


3486 


3656 


12625 


12909 


12973 


2224 


2658 


3420 


3487 


3657 


12626 


12910 


12974 


2225 


2659 


3421 


3488 


3658 


12627 


12911 


12976 


2226 


2660 


3422 


3491 


3659 


12628 


12912 


12977 


2227 


2661 


3423 


3492 


3660 


1 2629 


12913 





NASHVILLE, CHATTANOCKM A ST. LOUIS RAILWAY. 355 



List of 1 2 Coal and 100 Flat Cars received from the State of Georgia by 
the Nashville, Chattanooga if St. Louis Railway (Lessee). 



Nl'MBEK. 



1404 
1405 
1409 

141:.' 

1415 
1419 
1420 
14-"J 
1436 
1432 
1435 
1437 
1443 
1444 
1448 
1449 
145-,' 
1453 
1456 
1462 
1463 
1464 
1466 
1468 
1471 
1472 
1473 
1474 
1475 
1477 
1480 
1482 
1483 
1484 
14S8 
1489 
1490 



1491 
1495 
1496 
1498 
1499 
1503 
1505 
1508 
1511 
1513 
1515 
1517 
1519 
1521 
1522 
1523 
1524 
1530 
15,39 
1540 
1541 
1542 
1543 
1547 
1548 
1550 
1552 
1553 
1556 
1557 
1559 
1561 
1563 
1567 
1573 
1577 
l. r ,7'.t 



1580 
1581 
1584 
1585 
1587 
1589 
1592 
1598 
1599 
1601 
1606 
16C8 
1611 
1616 
1619 
1622 
1623 
1627 
1630 
1634 
1636 
1638 
1640 
1642 
1647 
1653 
1657 
1665 
1670 
1672 
1674 
1677 
1678 
1681 
1682 
1684 
1685 



1688 
1689 
1690 
1695 
1606 
1697 
1698 
1703 
1707 
1710 
1711 
1713 
1714 
1715 
1718 
1719 
1720 
1721 
1722 
1724 
1726 
1729 
1730 
1731 
1732 
1733 
1734 
1736 
1737 
1738 
1739 
1740 
1741 
1742 
1744 
1745 
1746 



1747 
1748 
1749 
1750 
1751 
1754 
:,7 
M 
80 
51 
65 
1766 
1767 
1769 
1771 
1773 
1776 
1777 
1778 
1779 
1783 
1784 
1786 
1788 
1789 
1800 
1801 
1802 
1803 
1807 
1808 
1810 
1811 
1813 
1816 
1817 



1819 
1820 
1821 
1823 
1828 
1830 
1832 
1833 
1835 
1837 
1838 
1839 
1844 
1846 
1849 
1853 
1854 
1855 
1857 
1858 
1860 
1863 
1865 
1870 
1871 
1877 
:87 
1885 
1887 
1888 
1889 
1890 
1893 
1897 
1905 
1924 



List of 1 5 Stock Cars received from the State of Georgia by the Nashville. 
Chattanooga & St. Louis Railway (Lessee). 



NUMBEK. 



1330 
1331 



1332 
1338 



1339 
1342 



1301 1315 1320 

1304 1316 1327 

1307 1319 1328 

One Wrecking Car. 

List of Machine Shop Tools to be Delivered to the State by the Lessees. 

No. 2. 1 single head driving wheel lathe. 

3. 1 axle lathe. 33-inch swing, 13-foot bed, back gear, with tools. 

4. 1 engine lathe, 20-inch swing, 14-foot bed, back gear, with tools. 

5. 1 engine lathe, 20-inch swing, 8%-foot bed, back gear, with tools. 

6. 1 engine lathe, 20-inch swing, 8%-foot bed, back gear, with tools. 

7. 1 engine lathe. 16-inch swing, 7 . -foot bed, back gear, with tools. 

8. 1 engine lathe, 12-inch swing, 5-foot bed. (Never used by lessees.) 



356 ROLLING STOCK LEASED WITH W. & A. BRANCH 

No. 1. 1 planer 36 inches wide, 12 feet long-, 3 heads, all tools; substi- 
tuted for No. I screw planing 1 machine, condemned. 

2. 1 compound planer, with chuck, table, and tools. 

3. 1 shaping machine, complete, and tools. 

4. 1 shaping machine, complete, and tools. 

1 boring mill. 

1 boring mill, with endless chain twist. 

1 grindstone, shaft and pulley, complete. 
1 endless chain twist, lift 2,500 pounds. 
1 endless chain twist, lift 500 pounds. 
1 pattern maker's lathe. 

12 vises, 9 old and 3 new, in place of original 9. 
No. 1. 1 drill press, complete, back gear, all tools. 
3. 1 drill press, complete, 20-inch. 

Lot of reamers, taps and dies, rose bits, counter sinks, etc. 

5 hydraiilic jacks, 2 of 20 tons, 3 of 15 tons lift. 

1 bolt cutter, with full set of taps and dies, cut ) to 1 ^ inches. 

176 feet cold rolled shafting-. 

46 pulleys. 

18 hangers. 

16 coupling's. 

In Blacksmith Shop of Machine Department. 

6 Forges, complete, with tools, etc. 4 Castiron forms. 7 Anvils. 1 
Vise. 1 Blower. 1 Spring furnace, oil tub, etc. 

Coppersmith Tools. 
1 Coppersmith forge. 1 Set stocks and dies. 1 Bench vise, 6-inch 

jaw. 3 Mandrels. 1 Pot. 

Boiler Shop Tools. 

1 Boiler shears. 2 Boiler punches, No. 5. 1 Boiler rolls. 1 Forg-e' 
with tools. 1 Vise, 8-inch jaw (box). 

Paint Shop. 
1 Paint grinder. 

Machinery, etc., in Car Department. 

1 engine and boiler, 40-horse power, with pump. 2 wood planers. 2 
saw tables. 6 circular saws. 1 tenon machine. 2 pairs scales. 1 mortise 
machine. 1 gumming machine. 1 axle lathe. 1 car-wheel boring mill. 1 
slide lathe. 1 sash sticker. 1 150-ton hydraulic wheel press, substituted for 
old wheel press condemned and for deterioration of machinery (this press 
costal, 100). 1 grindstone. 1 wood lathe. 1 jigsaw. 2 15-ton jacks. 7 screw 
jacks. 1 old 100-ton hydraulic wheel press. 3 stoves. 12 work benches 
(15 originally). 2 hand cars. 2 wheelbarrows. 1 drill press. Lot of 
drills, rose bits, bolt cutters, taps, and hubs. 1 cut-off saw. 2 patent pul- 
leys. 1 fan. 1 grindstone, shaft, etc. 1 pair scales. 3 vises. 2 ladders. 
1 stove. Original shafting and pulleys (to which add new shafting, 
hangers, pulleys, and couplings bought by lessees). 1 nut machine. 
Lot of old taps. 5 anvils (originally 8). 6 sledges (originally 10). 



N \-ll\II.I.K. CHATTANOOGA A KT. LOflS RAILWAY. 357 

6 forges and tools complete for 4 forges. Full set of turner's tools. Lot 
of assorted paints and paint brushes. 1 paint mill. > putty knives. 1 
old stove. 1 old paint mill. 

List of Furniture in the General Offices of the Western & Atlantic Railroad at 
Atlanta, to be Delivered to the State. 

22 desks. 14 small tables. 7 large tables. 6 pigeon-hole cases. 4 
wardrobes, ft iron safes. 8 book-racks and cases. 1 clock. 7 copying 
presses. 47 chairs. 3 water coolers. 9 water buckets. 7 coal scuttles. 
4 coal shovels. 2 coal tongs. 7 waste baskets. 37 inkstands. 2 call 
bells. 13 hand stamps. 8 wash basins. 4 mirrors. 19 spittoons. 8 R. 
K. maps. 4 high stools. ' 1 stove. 5 feather dusters. 3 settees. 

Furniture in Office of Master Mechanic, Atlanta. 

1 foreman's desk and stool. 1 water cooler. 1 letter press. 1 small 
wooden case. 1 large desk. 1 small desk. 2 stools. 1 table. 1 cup- 
board. 1 dork. 1 chair. 1 desk for master mechanic. 1 steam gauge 
tester. 1 coal scuttle. 3 pokers. 1 wash basin, v frames for state- 
ments. 1 broom. 1 duster. 

Last of Office Furniture at Stations on Western & Atlantic Railroad to be 
Delivered to the State. 

Smynui. 1 desk, 1 scales, 1 table. 1 truck. 

Marietta. 2 desks, ] local ticket case, 1 through ticket case, 2 tables, 
12 tables, 1 settee, 1 clock, 1 mirror, 1 iron safe, 1 scales, 4 trucks. 

Kennexaw. 1 desk, 3 chairs, 1 scales, 1 small ticket case. 

AckworUi. 1 desk, 6 chairs, 1 settee, 1 clock, 1 small table. 1 small 
ticket case, 1 platform scales, 1 truck. 

Alliitwnut.l desk, 2 chairs, 1 small ticket case, 2 trucks (only one on 
hand), 1 small safe (not on hand). 

CnrternvUle. 1 desk, 5 chairs, 1 table, 1 settee, 1 ticket case, 1 scales, 
2 trucks. 

StegallH (now Einemon). 4 chairs, 1 desk, 1 truck, 1 scales. 

f.Vw*. 1 desk, 5 chairs, 1 table. 1 settee, 1 ticket case, 1 scales, 2 trucks. 

l\'iti>i*tn. 2 desks, 2 small tables, 1 small safe, 1 local ticket case, 6 
chairs, 1 clock, 1 mirror, 1 through ticket case, 1 platform scales, 3 
trucks. 

Adntntvllle. 1 desk, 1 settee, 1 scales, 2 chairs (originally 6), 1 clock. 
2 trucks, 1 local ticket case. 

fVii/ioMii. 1 desk, 1 clock, 6 chairs, 1 settee, 1 table, 1 local ticket case, 

1 scales, 2 trucks. 

Remtnt. 1 desk, 4 chairs, 1 small ticket case, 1 scales, 1 truck. 

TUtim. 1 desk, 1 ticket case, 1 scales. 1 truck. 

Ittiltnn. 2 desks, 1 local ticket case, 3 chairs, 1 small iron safe, 2 
scales, 6 trucks. 

Tunnel Hill. 1 desk (short), 3 chairs (originally 0), 1 settee (short), 1 
table (short), 1 mirror (short), 1 local ticket case, 1 scales (originally 2), 

2 trucks. 

ltin(mM. 1 desk. 3 chairs (originally ft), 1 settee (short)'. 1 local 
ticket case, 1 small table (short), 2 trucks, 1 scales, 1 clock (short). 



358 ROLLING STOCK LEASED WITH W. & A. BRANCH 

GniUHvUle.l local ticket case, 1 scale, 1 truck. 

('Metatnuutf/u. 1 desk, 4 chairs, 1 settee (short). 

CVwittrtnoof/fi. 7 desks, 1 desk (warehouse), 1 case common shelves, 16 
trucks, 'I tables, 1 iron safe, 1 letter press, 1 baggage truck, 1 small 
platform scales. 2 floor scales, 1 settee (short), 1 small ticket case, 5 
common chairs (originally 12), 1 through ticket case. 

ATLANTA, GA., March 26, 1891. 

As the representative of the Nashville, Chattanooga & St. 
Louis Railway, the present lessee of the Western & Atlantic- 
Railroad, I agree to take from the State of Georgia the articles 
described in the inventories hereto annexed, which articles are 
ready to be turned over by Joseph E. Brown and E. B. Stahl- 
nian, receivers of the Western & Atlantic Railroad Company, 
to the State of Georgia; and I agree that the valuation placed 
upon them is correct, which valuation aggregates $33,093.60. 

[SIGNED.] J. W. THOMAS, 

President Nashville^ Chattanooga <& St. Louix Railway. 

MACHINE SHOP. 

1 double driving wheel lathe $3,000 00 

1 radial drill press ... 450 00 

1 driving wheel press 900 00 

7 bench vises, $5 35 00 

1 14 x 20 40-horse power engine 800 00 

4 cast iron stoves 20 00 

1 set spiral fluted reamers 30 00 

1 set twist drills 5000 

1 set % taps 1 50 

1 set % taps 250 

1 set % taps 3 00 

1 set % taps... 4 50 

1 set 1-in. taps 5 00 

1 set 10-thread taps. 10 00 

1 wood level 1 00 

1 iron level 1 25 

2 40-ton hydraulic jacks, $100.. 20000 

2 30-ton hydraulic jacks, $75 1 50 00 

f) 15-ton hydraulic jacks, $50 30000 

1 emery grinder 30 00 

4 friction clutch drills 30 00 

1 cylinder borer 150 00 

2 steel straight edges, 30 in. long^ 8 00 

2 steel straight edges, 16 in. long 16 00 



Total, machine shop $6,197 75 



NA8HVILLK, CHATTANOOGA 4 ST. LOUIS RAILWAY. 359 
BLACKSMITH SHOP. 

1 steam hammer, swedges and dies $400 00 

2 crane hoist, $15 each 30 00 

1 bolt header. .. 8 00 



Total, blacksmith shop $438 00 

COPPfcRHMITII SHOP. 

3 pipe cutters $ 8 00 

1 set pipe taps 8 00 

1 No. f> bench vise 500 

3 pair gas pipe tongs 3 00 

2 pair shears 3 00 

1 set chisels 2 00 

1 pipe vise 5 00 

4 soldering irons 2 00 

2 hammers 1 00 

4 monkey wrenches 2 00 

2 open end wrenches 1 50 

2 spanner wrenches 1 00 



Total, coppersmith shop $41 00 

PATTERN SHOP. 

4 benches and screws $2800 

1 universal shaper 25 00 

1 cross-cut saw 1 50 

3 open end wrenches . 1 50 

3 box wrenches 2 00 

3 14-in. monkey wrenches, 50c 1 50 

9 12-in. hand screws 2 50 

5 16-in. hand screws 350 

1 lot of patterns 80000 



Total, pattern shop $86500 

FOt'NDKY. 

2 traveling universal hoists, $35 $ 70 00 

1 lot of wooden Hosts, with clamps, and one lot of 

iron Hosts, with clamps, weights, etc 150 00 

1 wrought iron cupalo, 7,000 Ibs. capacity 100 00 

1 stove _ 4 00 

1 pair brass furnaces, crucibles, etc. 50 00 

1 blower . . 30 00 



Total, foundry $404 00 



360 ROLLING STOCK LEASED WITH W. & A. BRANCH 

HUMP BOOM. 

1 12-inch Worthington steam pump $ 50 00 

1 4-inch Worthington steam pump. 35 00 

1 McGowan hand or power pump 25 00 

1 G-jaw bench vise . 5 00 

1 set stocks and dies 10 00 

1 pair chain tongs 2 50 

2 pairs universal tongs. 3 00 

1 monkey wrench 50 

1 hammer 50 

4 sets pump fittings, McGowan pump 8 00 

1 stove.. 3 50 



Total, pump room $143 00 

PAINT SHOP. 

2 50-gallon cans. $ 2 00 

1 40-gallon can 3 00 

30 paint buckets 2 00 

22 paintbrushes 12 00 

1 duster 50 

2 putty knives 50 

1 pallet knife 25 

4 varnish brushes 2 00 

1 marble slab 50 

5 3-gallon zinc buckets 75 

1 paint press ._ l 50 

3 1-gallon cans 75 

3 brush cans 50 

6 step ladders, 75c 4 50 

1 stove.. 5 00 



Total, paint shop $41 25 

CAB SHOPS. 

1 band saw machine $ 15000 

1 sand papering machine 75 00 

1 Wood worth planer and matcher 400 00 

1 horizontal boring machine 150 00 

1 double end axle lathe 800 00 

1 air pump and piping 50 00 

1 steam pump in engine room * 60 00 

1 Western differential pulley block. 10 00 

1 portable forge ._ 10 00 

4 1 0-ton hydraulic jacks 100 00 



Total, car shops $1, 805 00 

OFFICE FURNITURE. 

Atlanta General Offices. 1 iron safe, $175; 4 clocks, $65; 9 stoves, $35. 
Total, $275. 



XA8HMI.I.K, CHATTANOOGA A ST. LOUIS RAILWAY. 361 



l>< i>t. I .scale, 81.">; 1 water bucket and clipper, 40c. ; 1 lan- 
tern, 35c. Total, 815.75. 

Kingnton 7>c/*ot. 3 settees, 37.50; 5 benches, $3.25; 1 office lamp, $2; 2 
bracket lamps, 82.50; 1 platform scale, $15; 2 baggage trucks, 830; 2 
water buckets, 81j'3 lanterns, 81. Total, 861.75. 

A'luii-xriiii-. 2 lamps, 82.50; 2 lanterns, 70c. ; 1 ticket stamp, 84; 1 round 
table, 82; 1 car seals. 81.50; 2 oil cans. Total, 811.20. 

<'<illnnin. 2 trucks. 87; 1 ticket stamp. 84; 1 car seals, 81.50; 1 white 
light, 35c. ; 7 chairs, 85.25; 1 red light globe, lOc. Total, 818.20. 

Re*acn. 1 table, 82; 1 chair, 75c. ; 1 ticket case, 82; 1 scales, 815; 1 
truck, 84; 2 lamps, 83; 2 lamps, 70c.; 1 bench, 75c. Total, 824. 

Tttton. 1 truck, 84; 1 car seals, 81.50; 1 lamp, 7">c. ; 2 railroad lanterns, 
70c.; 1 ticket stamp, 84. 810.95. 

/>f//(o?u 3 desks. 818; 1 ticket case, 825. Total, 843. 

GraymHlle. 1 desk, 84; 3 chairs, 82.25; 1 stool, 81.50; 1 ticket stamp, 
$4; 1 bucket and dipper, 40c; 1 coal scuttle, 25c. Total, 812.40. 

Total, line of road, 8476.45. 

BKCAPITUI.ATION. 

Machine shops 8 6, 197 75 

Blacksmith shop 438 00 

Coppersmith shop 41 50 

Pattern shop 865 00 

Foundry 404 00 

Pump room 14300 

PaintShop.. 41 25 

Car shop 1,805 00 

Line of road. 476 45 



Total 
Material and supplies as follows: 



810,412 45 



Car department 8 8,822 84 

Motive power department 4.585 70 

Road department 4,656 10 

Storehouse 4,616 51 



RECAPITULATION. 



833,093 60 



DESCRIPTION. 


Nl'MBEH. 


VALUE BY STATE. 


VAI.I-E BT LEH8EE. 


Locomotives . 


45 


8 161,526 00 


8 109.300 00 


Passenger, baggage, 
postal cars . . 


32 


6>,600 OO 


55,200 00 


Box cars 


455 


91,910 00 


68,250 00 


Coal cars ........... 


120 


21,000 00 


15,000 00 


Flat cars . ... 


100 


16,000 00 


10,000 00 


Stock cars 


1.1 


4.005 00 


2,250 00 


Tools and supplies 




33,093 60 


33,093 60 










Total 




8 394.134 60 


8 293,093 60 











362 ACTS OF GEORGIA RELATING TO W. A A. BRANCH 

ACTS GEORGIA RELATING TO WESTERN & 
ATLANTIC RAILROAD. 

[There are many acts of Georgia relating to the road, but only those are here inserted that 
will be of possible use to the Nashville, Chattanooga A St. Louis Railway.] 

1. Pillars of Kennesaw house, in Marietta, allowed to rest on 

right of way, how. 

SECTION 1. The General Assembly enact*, That from and 
after the passage of this act, the superintendent of the Western 
& Atlantic Railroad be, and he is hereby empowered, and 
he is hereby directed, to grant to the proprietors of the 
Kennesaw house, in the city of Marietta, the right to rest 
the pillars of the veranda to said house, upon the west side 
thereof, upon the east side of the right of way of said Western 
& Atlantic Railroad; Provided, That said pillars shall not oc- 
cupy a space of more than three feet in width of said right of 
way; And provided further, That should the necessities of the 
Western & Atlantic Railroad require the space of ground so 
occupied, the same shall be taken on the application of the 
superintendent of said road, notice thereof being given three 
months previous, by the superintendent of the road, to the pro- 
prietor or lessee of the Kennesaw house. 

SEC. 2. Repeals conflicting laws. (Acts Georgia 1870, p. 
377; approved October 25, 1870.) 

2. Cincinnati Southern Railroad allowed to run on right of 

way of Western & Atlantic, how. 

SECTION 1. Be it enacted by the General Assembly of Georgia, 

That, whereas, the city of Cincinnati has nearly completed the 

Cincinnati Southern Railroad, a grand trunk line 

which will be of great benefit to the State of Georgia, 

forming a most important feeder, and practically an extension 

of the Western & Atlantic Railroad, which is the property of 

the state, and giving to our commerce the advantage of a direct 

and admirable connection with the railway system of the North 

and West; and, 

WHEREAS, Said railroad reaches the Western & Atlantic Rail- 
road at Boyce's station, and for the most of the distance to the 
termini of the two railroads in Chattanooga, their routes run 



NASHVILLE, CHATTANOOGA * ST. LOUIS RAILWAY. 363 

parallel to and adjoining each other, a distance of about 6ve 
miles; and, 

WHKHKAS, It is to the advantage of both railroads to lie able 
to locate their tracks and works close together, thus saving ex- 
pense to one in construction, and to both in maintaining the road- 
bed and facilitating railroad operations, and giving to l>oth rail- 
roads the advantage of a stronger and tinner road I red, through 
a route subject to overflow by floods in the Tennessee river 

There is hereby granted to the trustees of the Cincinnati 
Southern Railroad, for the use of said railroad, the use of that 
portion of the right of way of the Western & Atlantic Railroad 
between Boyce's station, Tennessee, and the Chattanooga, Ten- 
essee, terminus, that lies west ward ly of a line running parallel 
with, and nine and a half feet westerly from the center of the 
track of the Western & Atlantic Railroad, so as to admit of 
laying track, if desired, near enough to the track of the Western 
& Atlantic Railroad to leave the distance between the centers of 
the tracks fourteen feet, and between the nearest rails of the 
two railroads nine feet; Provided nlir>ay>t, That this grant is sub- 
ject to the consent and approval of the lessees of the Western 
& Atlantic Railroad, as to the term of their lease; Provided 
further, That the grade adopted by the said Cincinnati Southern 
Railroad, along and over the aforegranted right of way, shall 
always be the same as that of the Western & Atlantic Railroad. 

SEC. 2. All acts and parts of acts inconsistent with this act 
are hereby repealed. (Acts Georgia, 1878-79, p. 218; approved 
October 8, 18?}).) 

The Cincinnati Southern Railway is now leased and operated by the 
Cincinnati. New Orleans & Texas Pacific Railway. 

3. Dalton & Gadsden Railroad Company allowed to build on 
right of way of Western & Atlantic Railroad, how. 

SECTION 1 . Rr it further enacted, That his excellency the 
governor, be, and he is hereby, authorized to grant to the said 
Dalton & (iadsden Railroad Company the right to construct and 
build their railroad, for a short distance, upon the right of way 
of the Western & Atlantic Railroad; l^rwided, The said Dalton 
& Gadsden Railroad grant similar privileges to the Western & 



364 ACTS OF GEORGIA RELATING TO W. A A. BRANCH 

Atlantic Railroad; And provided further, That such grant to 
said Dalton & Gadsden Railroad Company be not, in the opinion 
of the governor, incompatible with the public interests. 

SEC. 2. Repeals conflicting laws. (Acts Ga., 1859, p. 313; 
approved December 14, 1859.) 

This road subsequently changed its name to Dalton & Jacksonville 
Railroad. 

4. Georgia Western Railroad Company and Polk State Quarry 

Railroad Company authorized to build on right of way of 
Western & Atlantic Railroad, how. 

SEC. 2. That his excellency the governor, be, and he is 
hereby, authorized to grant to the Georgia Western Railroad 
Company the right to construct and build their railroad on the 
right of way of the Western & Atlantic Railroad within and 
adjacent to the city of Atlanta; or, if expedient, to any dis- 
tance east of the Chattahoochee river, on the same conditions 
as the grant to the Dalton & Gadsden Railroad Company em- 
braced in an act entitled "An act to authorize the governor to 
grant certain rights and privileges to the Dalton & Gadsden 
Railroad Company." (Approved December 14, 1859.) 

SEC. 3. That his excellency the governor, be, and he is 
hereby, authorized to grant to the Polk State Quarry Railroad 
Company the right to construct and build their railroad on the 
right of way of the Western & Atlantic Railroad Company 
within and adjacent to the city of Marietta; or, if expedient, to 
any distance east of the Kennesaw mountain, on the same con- 
ditions as the grant to the Dalton & Gadsden Railroad Com- 
pany (approved December 14, 1859); Provided, The privileges 
of the right of way granted by this act shall not extend beyond 
one mile from depot in Atlanta and Marietta, and upon the said 
roads paying so much for the said right of way as the governor 
may deem right and proper for the interests of the state. (Acts 
Ga., 1860, p. 192; assented to December 20, 1860.) 

5. G. W. Keith authorized to run mill race under right of way 

of Western & Atlantic Railroad at a point one mile south 
of Dalton. 

WHEREAS, G. W. Keith is the owner of a lot of land, num- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 365 

ber two hundred and seventy-seven (277), in the twelfth (12th) 
district of the third (3d) section of Whitfield county, Georgia; 
and. 

\YIIEKEAS, The Western & Atlantic Railroad runs through 
said lot of land, and owns the right to do so; and, 

WHEKKAS, Said Keith owns a valuable mill shoal near the 
right of way of said railroad; and, 

WIIEKEAS, It is necessary, in order to utilize said water 
power, to run a plank race under the trestle bridge of said road; 
therefore, 

SECTION 1. Be it enacted by the General Aatu'inbly of the 
Sf,if,' of Georgia, That said G. W. Keith be allowed to run a 
plank race, l>eginning west of the Western & Atlantic Railroad, 
running in a southeasterly direction, under a trestle bridge of 
said railroad where it crosses a creek about one mile south of 
Dalton, Ga. ; Provided, It can be done without injury to said 
railroad; And provided further, That he procures the written 
consent of the president of the Western & Atlantic Railroad 
Company to build said race; Provided further, That said plank 
race shall be discontinued whenever requested by the presi- 
dent of the Western & Atlantic Railroad Company, or by the 
governor of the State of Georgia. 

SEC. 2. Repeals conflicting laws. (Acts Ga., 1877, p. 354; 
approved February 26, 1877.) 

6. Gainesville & Western Railroad Company authorized to 
cross Western & Atlantic Railroad. 

SEC. 2. ... operate a railroad from the city of Gaines- 
ville, in Hall county, in a westerly direction through the coun- 
ties of Hall, Lumpkin, Dawson, Forsyth, Gilmer, 
Pickens, Cherokee, Cobb, Paulding, Bartow, Whit- 
tield or Gordon, crossing the Western & Atlantic Railroad and 
extending to some point on the East Tennessee, Virginia & 
Georgia Railroad . . . (Acts Ga., 1884-5, p. 249; ap- 
proved October 13, 1885.) 

There were no terms or conditions imposed as to crossing in act. 



306 ACTS OF GEORGIA RELATING TO W. & A. BRANCH 

7. Marietta & North Georgia Railroad authorized to build on 
right of way of Western & Atlantic Railroad from Ma- 
rietta to marble mills, how. 

WHEREAS, The Marietta & North Georgia Railroad Company 
is an important feeder to the Western & Atlantic Railroad; and, 

WHEREAS, It is and has been necessary for said Marietta & 
North Georgia Railroad to use (by and with the consent of the 
lessees of the Western & Atlantic Railroad) a portion of the 
right of way of the Western & Atlantic Railroad, in order to 
deliver its freight and passengers to said Western & Atlantic 
Railroad Company, and is still necessary for the purpose of 
the same; therefore, be it 

Resolved by the General Assembly of the State of Geory'm, 
That the charter of the said Marietta & North Georgia Railroad 

Company be so amended as to authorize and em- 
Charter Of M. . , ,, . A -VT , ., 

& N. Ga. R. R. power said Marietta & North Georgia Railroad 
amended. 

Company to lay out and construct their road from 

the city of Marietta, in the county of Cobb, to the marble mills 
north of said city of Marietta, upon the right of way of the 
Western & Atlantic Railroad, including that portion now occu- 
pied by the said Marietta & North Georgia Rail- 
way author- road within the limits of the citv of Marietta, and 
lied. 

to perpetually use and occupy the same for railroad 

purposes; Prwided, That said Marietta & North Georgia Rail- 
road Company shall in no way interfere with tracks 

Proviso. 

or right of way now in use by said Western & 

Atlantic Railroad; Provided further, That this shall not apply 
to more than fifteen (15) feet on the extreme eastern edge or 

side of said right of way, and that due compensa- 
Compensation. l 

tion shall be paid for the same to the state. Ihis 

shall be submitted to arbitration, one arbitrator to be selected 
by the governor and one by said Marietta & North Georgia 
Railroad Company, and, in case they cannot agree, said arbi- 
trators to select a third, whose decision shall be final; Provided 
further, That the consent of the present lessees of the Western 
& Atlantic Railroad Company be first obtained to the use of 
said right of way as aforesaid, and that they consent that any 



NASHMI.I.K, CHATTANOOGA A ST. IX)U18 RAILWAY. 367 

and all condensation paid to the state therefor shall in no case 
accrue to them by any contract or lease now in force between 
them and the state. 

Be it further remtlved by the authority afotwald, That all 
laws and parts of laws in conflict with this resolution l>e, and 
the same are hereby, repealed. (Acts Ga., 1884-85, p. 677 
(resolution); approved October 9, 1885.) 

The Marietta fc North (leorgia Railroad has recently been sold under 
decree of the United States Circuit Court, and purchased by the Atlanta, 
Knoxville fc Northern Construction Company, which has subsequently 
been incorporated as the Atlanta, Knoxville & Northern Railway Com- 
pany- 

8. Georgia Overland Railway & Improvement Company au- 

thorized to cross Western & Atlantic Railroad. 

SEC. 2. . . . to connect with the railroad systems of 
Alabama, and the steamboat systems of the Coosa river, from 
the said available point on the boundary line, in a northeasterly 
direction through either or all of the counties of Floyd, Chat- 
tooga, Walker, (iordon, Whitfield, Murray, Gilmer, Fannin, 
and Union, to the most available point on the boundary line 
between the states of Georgia and Tennessee or North Carolina, 
in the direction of the town of Murphy, in the State of North Car- 
olina, crossing the Kast Tennessee, Virginia & Georgia Railroad 
and the Western & Atlantic Railroad at or near the city of Dai- 
ton, in Whittield county; with power also to the said company to 
survey, lay out, contract, equip, maintain, and operate one or 
more branches from any convenient point or points along the 
line of said railroad to any towns, mines, factories, etc., within 
the counties named in this charter. . . . (Acts Ga., 1888, 
p. 173; approved Decemlxjr 26, 1888.) 

There were no conditions specified in the above act as to terms of 
crossing. 

9. Lessees of Western & Atlantic Railroad authorized to con- 

struct side tracks across certain roads, when and how. 

The General Assembly of Georgia do enact as follows: 
SECTION 1. Re it enacted, That whenever the lessees of the 
Western & Atlantic Railroad shall desire, or whenever it is nec- 
essary to reach the patrons of said road, said lessees l>e, and 



ACTS OF GEORGIA RELATING TO W. & A. BRANCH 

they are hereby, authorized, at their own expense, to build 
and construct side tracks across the lines of other roads, when- 
ever such other roads occupy a part of such right of way of the 
Western & Atlantic Railroad. 

SEC. 2. Be it further enacted, That all laws and parts of laws 
in conflict herewith be, and the same are hereby, repealed. (Acts 
Ga., 1889, p. 351; approved November 11, 1889.) 

10. Catoosa Springs Company's railroad authorized to be 
built on right of way of Western & Atlantic Railroad 
from Ringgold to bridge across Chickamauga creek, how. 

SECTION 1. Be it enacted by the General Assembly of the 
State of Georgia, That the act incorporating the Catoosa 
Springs Company, with power to construct a railroad, ap- 
proved the twenty-fourth day of October, 1887, be, and the 
same is hereby, amended so as to authorize said company to 
use a part of the right of way of the Western & Atlantic Rail- 
road, between some point at or near the depot of the Western 
& Atlantic Railroad at Ringgold, Catoosa county, and a point 
at or near the first railroad bridge across Chickamauga creek, 
on said railroad, south of Ringgold, for the purpose of con- 
structing and laying the track of the railroad authorized to be 
constructed and built by the Catoosa Springs Company, as pro- 
Proviso as to vided in the original act incorporating such company; 
w. & A. R. R. Provided, Nothing in this act contained shall be so 

7 O 

construed as to give said company the right to so construct and 
lay the track of said railroad as will in any manner obstruct or 
interfere with the track of the Western & Atlantic Railroad, or 
with any repairs that maj be required to be made thereon at 
any time hereafter; And provided further, The right to use a 
part of the right of way of the Western & Atlantic Railroad, 
between the depot at Ringgold and the first railroad bridge across 
Chickamauga creek, shall be limited to the use of not more than 
one-half mile of said right of way in a continuous line; Provided 
further, That, before the said company shall have the authority 
to use any part of the right of way or property of the Western 
& Atlantic Railroad, just and adequate compensation shall be 
first paid to the state. 



NAS1IV ll.I.K. CHATTANOOGA & ST. LOUIS RAILWAY. 369 

Si :c. 2. Be it furtlier enacted. That in order to determine 
the <|iic-4ion of what is just and adequate compensation to be 
l>aid to the state, the provisos of the act incorporating the said 

company as to condemnation shall apply, the gov- Governor to 

. . represent 

ernor to represent the state in the selection of as- state. 

sessors; and the right of appeal from the award of the assess- 
ors shall also l>e as is provided in said act, the governor to 
represent the state for that purpose also; Provided^ That in no 
event shall any part of the right of way of the Western & 
Atlantic Railroad he condemned where it will in any way inter- 
fere with the perfect operation of said Western & Atlantic 
Railroad; J'/'ovided, That this company shall pay to the legal 
authorities in control of the Western & Atlantic Railroad, or 
the State of Georgia, a just and reasonable compensation an- 
nually so long as they may use said right of way; Provided 
further, That the Catoosa Springs Railroad Company shall not 
occupy the right of way so as to prevent the laying of a double 
track l>etween Catoosa station and the town of Ringgold, the 
compensation for the use of right of way to be determined by 
Arbitration. 

SKC. 3. Be it further enacted, That all laws and parts of 
laws in conflict with this act be, and the same are hereby, 
repealed. (Acts Ga. , 1889, p. 442; approved November 13, 
1889.) 

The Catoosa Spring's Company was incorporated October 24, 1887, by 
act of legislature, which granted them the power to construct a railroad 
on the plan of a street or tram railway, from the right of way of the 
Western & Atlantic Railroad, in Catoosa county, to Catoosa Springs, in 
the same aounty. 

11. Georgia, Alabama & Carolina Railroad Company author- 
ized to cross Western & Atlantic Railroad. 

SEC. 2. Be it further enacted, That said corporation shall 
have power and authority to survey, lay out, construct, and 
equip, and to own, operate, and maintain, a railroad from some 
point on the dividing line between the States of Alabama and 
Georgia north of the C/oosa river, or between the city of .Gads- 
den and the Tennessee State line, thence through the State of 
Georgia, crossing the Western & Atlantic Railroad at some 

24 



370 RESOLUTIONS OF GEORGIA RELATING TO W. & A. BRANCH 

point between the towns of Dalton and Cartersville, with the 
right to pass through and enter any of the counties, towns, and 
cities, etc (Acts Ga., 1889, p. 409; approved No- 
vember 13, 1889.) 

There were no conditions specified as to crossing in the above act. 

12. Fail-mount Valley Railroad not to run nearer than ten 
miles of Western & Atlantic Railroad, when. 

SEC. 2. Be it further enacted, That said company is hereby 
authorized and empowered to survey, lay out, construct, and 
build a railroad from the city of Cartersville (or such other 
point as they may select on the Western & Atlantic Railroad), 
in the county of Bartow, through the counties of Bartow, Gor- 
don, Murray, and Fannin, to the state line between Georgia 
and Tennessee; Provided, That after the first ten miles said 
road shall not run nearer than ten miles to the Western & At- 
lantic Railroad. . . . (Acts Georgia 1889, p. 384; ap- 
proved November 4, 1889.) 

RESOLUTIONS OF GEORGIA RELATING TO 
WESTERN & ATLANTIC RAILROAD. 

1. Resolution directing governor to ascertain on what terms 

the road can be extended to the Tennessee river in the state of 



Tennessee. (Acts Georgia, 1836, Pam. 3.) 

'2. Req nesting the governor to dispatch a special agent to 
Tennessee to negotiate in behalf of the state, for the purpose of 
authorizing the extension of the road to Tennessee river. (Acts 
Georgia, 1837, Pam. 270.) 

3. Offering to secure similar privileges to any road in Ten- 
nessee seeking to connect with Western & Atlantic Railroad in 
Georgia; Provided, The State of Tennessee grants the privilege 
of extending that road to Tennessee river. (Acts Georgia, 1837, 
Pam. 271.) 

-L Approving the Hiwassee Railroad Company's connection 
with the state road, and directing an experimental survey by 
Red Clay to the Tennessee river. (Acts Georgia, 1838, Pam. 

281, 282, 283, 2S4.) 

The n^m^ of the Hiwassee Railroad Company was changed by Acts 
Tennessee. 1847-48. ch. 169, p. 272, sec. 3. to the East Tennessee & Georgia 
Railroad Company. 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 371 

ACTS OF TENNESSEE IN RELATION TO WEST- 
ERN & ATLANTIC RAILROAD. 

1. Georgia granted rights of Nashville & Chattanooga Rail- 

road Company in Tennessee in building Western & At- 
lantic Railroad. 

Be it enacted by the General Assembly of the State of Tennes- 
see, That all the rights, privileges, and immunities, with the 
same restrictions which are given and granted to the Nashville 
& Chattanooga Railroad Company by the act of the general 
assembly of this state incorporating said company, passed 
December 11, 1845, are, so far as they are applicable, hereby 
given to and conferred upon the State of Georgia, to be enjoyed 
and exercised by that state in the construction of that part of 
the Western & Atlantic Railroad lying in Hamilton county, 
Tennessee, and in the management of its business. (Acts 
Tenn., 1847-8, ch. 195, p. 330; passed February 3, 1848.) 

2. Georgia granted rights of Hiwassee Railroad Company in 

Tennessee in building Western & Atlantic Railroad. 

SECTION 1. B- it enacted by tfte General Assembly of the 
State of Tennessee, That the State of Georgia shall be allowed 
the privilege of making every necessary recognizance and sur- 
vey for the purpose of ascertaining the most eligible route for 
the extension of her Western & Atlantic Railroad from the 
Georgia line to some point on the eastern margin of the Ten- 
nessee river. 

SEC. 2. Re It further enacted, That as soon as said route and 
point shall be ascertained, the State of Georgia shall be allowed 
the right of way for the extension and construction of her said 
railroad, from the Georgia line to the Tennessee river, and that 
she shall be entitled to all privileges, rights, and immunities 
(except the subscription on the part of Tennessee), and be sub- 
ject to the same restrictions, as far as they are applicable, as 
are granted, made, and prescribed for the l>enefit, government, 
and direction of the Hiwassee Railroad Company. 

SEC. 3. And be it farther enacted, That the foregoing rights 
and privileges are conferred upon the State of Georgia on con- 



372 ACTS OF TENNESSEE RELATING TO W. & A. BRANCH 

dition that, whenever application is made, she will grant and 
concede similar ones, and to as great an extent, to the State of 
Tennessee or her incorporated companies. (Passed January 

24, 1838.) 

For rights, privileges, and immunities of the Hiwassee Railroad, see 
charter of that company on p. 63 herein. 

3. Further time given to complete Western & Atlantic Rail- 
road. 

Be it enacted by tie General Assembly of the State of Tennessee, 
That the further time of two 3'ears, from the first day of Jan- 
uary next, be given to the State of Georgia to complete the 
Western & Atlantic Railroad of that state to Chattanooga, on 
the Tennessee river. (Acts Tenn., 1847-48, ch. 14, p. 43; 
passed October 18, 1847.) 

3. Memorial of Tennessee legislature to Georgia legislature 
in regard to Western & Atlantic Railroad and comity 
between states. 

The preservation of the union of these states is an object of 
the highest importance, and demands the most profound con- 
sideration of every patriot and statesman. So far as any for- 
eign or extraneous influences, calculated or intended to affect 

O 7 

its permanence or impair its integrity, are concerned, we have 
nothing to fear; so long as a unity of sentiment on the subject 
of our national honor and national rights is cherished, and har- 
mony of feeling is maintained at home, we have nothing to fear 
from the enemies of our institutions, though the} r come in the 
imposing form of the combined powers of earth. 

Harmony among the states composing this great confederacy 
is not only essential to the advancement of all the great inter- 
ests of the country, but is of indispensable importance to the 
very existence of the union. It is therefore meet and proper 
that each of the states composing this great sisterhood should 
labor, as far as may be in their power, to avoid all just ground 
of complaint, and, by all honorable means, endeavor to shun 
everything that is calculated to produce an alienation of feeling 
or in any way disturb the kind and friendly relations that should 
exist between members of the same great family. Cherishing 



NASHVILLE, CHATTANOOGA * ST. LOUIS RAILWAY. 373 

sentiments of this character, whenever grievances are believed 
to exist it is the manifest duty of the party aggrieved, in a 
spirit of kindness, confidence, and frankness, to state the cause 
of complaint. And it is equally due to the party aggrieved 
that the complaint should be received in the same spirit of 
kindness, and if, after impartial investigation, they should be 
found to exist, every consideration of justice, magnanimity, 
and patriotism demand their redress. 

Profoundly anxious to maintain the kindest and most amica- 
ble relations with our sister state of Georgia, and feeling that 
those kindly relations would be best promoted by a frank pre- 
sentation of the evils under which we labor, the general assem- 
bly of the State of Tennessee would respectfully suggest to 
the legislature of the State of Georgia the following considera- 
tions: 

It will be remembered by your honorable body that an appli- 
cation was made by the general assembly of your state to the 
legislature of this state, during the winter of 1837-8, for the 
privilege of extending her Western & Atlantic Railroad from 
the Georgia line to the margin of the Tennessee river, within 
the limits of Tennessee, and that certain rights, powers, priv- 
ileges, and immunities were granted to the said Western & 
Atlantic Railroad, on the express condition that similar powers, 
rights, privileges, and immunities should, on application, be 
conceded to the State of Tennessee, or her incorporated com- 
panies. In accordance with this agreement, during the winter 
of 1847, an application was made to the legislature of Georgia 
for a grant of the rights and privileges as stipulated in the 
compact, to the Hiwassee (now the East Tennessee & Georgia) 
Railroad Company. This application was promptly met and 
the pledges faithfully redeemed. 

The East Tennessee & Georgia Railroad Company, relying 
with implicit confidence on the good faith of the compact, have 
proceeded to construct their road through the territory of 
Georgia to the town of Dalton. In executing the powers thus 
granted to them, the East Tennessee & Georgia Railroad Com- 
pany have met with many difficulties, and been subjected to 



374 ACTS OF TENNESSEE RELATING TO W. & A. BRANCH 

many annoyances and inconveniences, resulting in serious dam- 
ages to the company, all of which they think are in contraven- 
tion of the clearly expressed stipulations of the compact, and 
in violation of its spirit and intention. These annoyances have 
been many and various, resulting in delays and damages, by 
the institution of lawsuits, greatly to the detriment of the 
company, in violation of the claims of justice, and in deroga- 
tion of that spirit of concord, harmony, and affection that 
should exist, not only between the states or sovereigns in 
equality, but between the citizens of these sovereignties. 

We would, therefore, respectfully suggest to your honorable 
body that you cause such inquiry to be made into those alleged 
wrongs as justice, and a determination to maintain inviolate 
the plighted faith of the state, may demand. And should they 
be found to exist, we doubt not your readiness to apply the 
corrective, and make all proper amends. 

Having disposed of this question, you will pardon us for ad- 
verting to some other subjects of mutual interest, and which 
seem to demand our consideration. Following the noble ex- 
ample which you have set us and your sister states of the south, 
in the adoption of an enlarged and liberal system of internal 
improvements, by which you have erected a monument for 
yourselves as enduring as time, we have partaken of the same 
spirit and entered the field in the same race, and seek now, in 
the infancy of our undertakings, to establish such relations as 
may conduce to our common interests, and in the end redound 
to the honor, peace, and prosperity of all. You are doubtless 
aware that the citizens of this state, with such aid as the state 
has given them, have embarked in a system of internal im- 
provements of no small proportions. You are aware that sev- 
eral hundred miles of road are now being constructed in Tennes- 
see amounting, when completed, to not less than seven hundred, 
costing many millions of dollars, and all directed to your state 
road, and every mile of which must be tributary to your great 
lines of improvements, pouring their rich treasures into your 
lap, not only by largely increasing the dividends on your 
works, but by enlarging and multiplying your commerce to an 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 375 

extent as yet undefined, and which the imagination is scarcely 
bold enough to conjecture. 

Seeing the vast community of interest springing up l>etween 
us, and which, if cherished and protected, must go on multi- 
plying and expanding to an almost unlimited extent, is it not 
most proper and important that we should now, in the incipi- 
ency of things, when but few causes of complaint exist, when 
no feelings of distrust have been engendered, to establish such 
an understanding and enter into such a comity as will forever 
save us from discord, and establish such ties of friendship and 
relationship, of social and commercial identity, as shall secure 
the harmony and interest of all, and establish the great prin- 
ciple of a reciprocity oi' kind feelings, good offices, and mutual 
dependence, on a basis as firm and immutable as time itself. 

All the various roads now being constructed in this state, and 
in which you have a large interest, are the property of incor- 
porated companies, the stock owned chiefly by individual stock- 
holders, and consequently liable to all the restrictions imposed 
by their several acts of incorporation, and amenable to all re- 
sponsibilities and liabilities of common carriers. These restric- 
tions and liabilities are conceded to l>e essential to a just and 
reasonable protection of the rights of persons and property. 
If, by negligence, inattention, incompetency of officers or 
agents, or negligence of any kind, the rights or interests of any 
of your citizens are compromised or sacrificed, the remedy is 
plain, and the redress easy and certain. Not so in the case of 
the Western & Atlantic Railroad. Thig is exclusively the 
property of your state. Its property and rights are vested in 
a sovereignty, and consequently exempt from the liabilities 
that attach to individuals or companies of incorporation. 
Should damages result to citizens of your state or ours, or 
any of our sister states, what remedy, what redress have we 
or they now but such as a sense of justice of the legislature 
may accord them, and which, if obtained, must be done with 
much delay and great expense ? Difficulties enough in many 
instances to amount to a denial of justice, in consequence of 
the inconvenience of making the application to the only source 
of redress, the legislative power of your state. 



376 ACTS OF TENNESSEE RELATING TO W. & A. BRANCH 

May we not, therefore, ask that you will take such action as 
your sense of justice and fairness may suggest such as will 
place all the interests involved on a footing of equality such as 
will secure a faithful administration of your road, quiet all 
apprehensions, and give confidence and efficiency to our great 
enterprises ? 

There is but one other point to which we would call your 
attention and claim your earnest consideration. And that is 
the obstruction that exists at the Savannah river. However 
much may be said by the advocates of free trade between the 
nations of the earth, on one side, or the opponents of that sys- 
tem on the other; however plausible their theories may be on 
the one side or the other, they have nothing to do with the 
question under consideration. So far as a full, free, and unre- 
strained interchange of commodities between these states is 
concerned, there is no difference of opinion. In this all concur. 
Statesmen of all parties agree that useless, unnecessary, and 
voidable restrictions to the full, free, and liberal intercourse, 
social and commercial, between all the states of the union, is 
at war with the spirit of our institutions, and dangerous to its 
harmony and stability, and in its tendencies subversive of the 
great charter of our rights, and of that spirit of kindness and 
friendship without which the union is a mere mockery, and 
cannot survive the conflicts of party and the storms of passion 
and prejudice. Whenever obstructions necessary and unavoid- 
able are to be met, all will bow submissively to the burdens 
they impose. But when there is no such necessity, every sense 
of justice and equality demands their abatement. Devotion to 
the union, equality of rights, the peace and happiness of so- 
ciety, the enlarged and liberal spirit of the age, the age of pro- 
gression and improvement, all demand their abatement. Is 
not this obstruction of this character, and does it not demand 
your favorable consideration ? Is there any necessity for the 
continuance of this obstruction ? Does the interest of your 
state require it, and is it in accordance with the great princi- 
ples we profess ? If one state may erect a barrier to the free 
intercourse between the states, then may another and another 



N \SHVILLE, frJHATTAXOfMIA <fe ST. LOUIS RAILWAY. 377 

do the same thing, and when this spirit is turned loose on the 
country, none can doubt the result anarchy, discord, and 
ruin must rule supreme. 

The burthens imposed by this obstruction on the productions 
of the West and the transportation of persons, are most op- 
piv-sive, amounting, for the short distance of lo?s than one 
mile, to a cost equal to about sixty or seventy miles of railroad 
transportation. We will not trespass on your patience in this 
communication by enumerating the various items of cost thus 
imposed, but refer you to the schedule of freights and charges 
thus exacted. All political economists in our country agree 
that a tarifl of charges on a transfer of property between the 
states is not to be tolerated. 

We are unable to see the difference between your laying a 
direct tax of twenty-live cents per bale on our cotton and fifty 
cents per capita on each individual who enters your state and 
proposes to pass out of it, and the no less certain but more in- 
direct process of compelling the same amounts to l>e paid in 
shajK- of dray age and tolls. The result is the same, the injus- 
tice the same. It may be said that an act of incorporation 
has l>een granted to the owners of this property, and that it 
would be an act of bad faith to trespass upon the rights thus 
vested. We do not ask or desire that the rights of states, cor- 
porations, or individuals shall, in the slightest degree, be vio- 
lated or disregarded. None would go further than we in main- 
taining them. We do not ask that the rights of any shall be 
assailed; we only ask that ours may )>e protected. If the leg- 
islature of your state has parted with her sovereignty and con- 
trol over this subject, we do not invite her to an act of bad faith. 
But has she done this ( We understand not. Supjxwe, how- 
ever, that the power to control bridges over the Savannah river 
for three or four miles up and down be granted to the corpora- 
tion of Augusta, we would not have it violated, except by con- 
sent or payment of an equivalent; and we cannot doubt that 
considerations connected with the interest of citizens of (Jeorgia, 
as well as those of Tennessee and Kentucky, and, in fact, the 
great West, most likely soon to l>e placed in connection by rail- 



378 ACTS OF TENNESSEE RELATING TO W.. & A. BRANCH 

way improvements, will powerfully induce your honorable body 
to pecuniary appropriations, or some other legitimate means 
which may effect the desired object. Granting this right, which 
is alleged not to exist, none will doubt the power of your hon- 
orable body to grant the Georgia Railroad Company, or any 
other company you may choose to incorporate, the power to 
construct a road and build a bridge above or below the territory 
thus assumed to have been consecrated to the special use and 
benefit of the corporation of Augusta. 

Candor and friendship require that we should say that this 
question is one of great importance to the interest of our citi- 
zens, and that it is a cause of much and growing complaint, bod- 
ing no good to the commercial intercourse which we hope to see 
established between two states so intimately connected in every- 
thing that is calculated to advance our interest, honor, and 
prosperity. Having presented these subjects to your consider- 
ation, we cannot doubt that their importance will at once be 
obvious to you. Nor do we permit ourselves to doubt but that 
you will receive this communication in the same spirit of can- 
dor, frankness, and friendship in which it is dictated, and that 
your wisdom will suggest such remedies as justice may demand 
and the great interests involved. 

Resolved, That this communication be, and the same is hereby, 
adopted by the General Assembly of the State of Tennessee, 
and that James A. Whitesides be, and he is hereby, appointed 
a commissioner on the part of this state to communicate the 
same to the General Assembly of the State of Georgia, and use 
such efforts to secure the accomplishment of the objects contem- 
plated as may be in his power. 

Rwolved, That his excellency, the governor of Tennessee, be 
authorized to transmit to the commissioner, Mr. James A. 
Whitesides, the memorial and resolution of this legislature to 
the legislature of Georgia, setting forth the grievances of which 
the people of Tennessee complain, and request his prompt at- 
tention to the same. (Acts Tenn., 1851-2, p. 706, No. 6; 
adopted November 10, 1851.) 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 379 



CHAPTER XXXII. 

THE ROME RAILROAD COMPANY. 
(Ro.MK BRANCH.) 

How acquired by Nashville. Chattanooga & St. Louis Rail- 
way. On December 31, 1896, the Koine Railroad Company, 
in pursuance of a resolution of its directors and stockholders, 
held at its principal office in Rome, Georgia, prior to the date 
above mentioned, sold its road, properties, rights, and fran- 
chises to the Nashville, Chattanooga & St. Louis Railway. 
The consideration paid was the sum of two hundred thousand 
dollars. A deed to the same was properly acknowledged and 
registered in the superior court of Floyd county, Georgia, in 
book CCC of deeds, page 96, No. 60, and in Bartow county, 
in book GG, pages 409-414. The deed is also set out herein 
in next chapter. 

I. Legality of the purchase of the road. The purchase of this rail- 
road by the Nashville, Chattanooga fe St. Louis Railway was legal under 
the Acts of Tennessee, 1871, ch. 69, which superseded the Acts of 1871, 
ch. 22. The Rome Railroad Company had no power, under its charter, 
to sell its road, franchises, etc., but, on December 30, 1896, it tiled with 
the secretary of State of Georgia a petition, under the Acts of Georgia, 
1893, page 89, approved December 20, 1893, for an amendment to its 
charter, so as to enable it to do so. On the same day the petition was 
granted, and all the powers and privileges of sections 13 and 18 of an 
Act of Georgia, 1892, page 37, approved December 17, 1892, entitled, "An 
Act to carry into effect article 3, section 7, paragraph 18, of the consti- 
tution of this state," etc., was conferred upon it, in addition to the power 
to sell and convey its railroad and all its property and franchises to any 
railroad company. The petition and amendment is set out herein in the 
next chapter, and is duly registered in the secretary of state's office at 
Atlanta, Ga. 

2. Effect of purchase in rendering the Nashville, Chattanooga & St. 
Louis Railway a domestic corporation of Georgia. The purchase of 
this road, franchises, etc., by the Nashville, Chattanooga & St. Louis 
Railway did not operate to incorporate the latter company in the State 
of Georgia. Elliott on Railroads, sec. 20; 1 Hilton (N. Y.), 62; 30 N. J. L., 
473; 31 N. J. L., 531; 32 Ohio St., 468; 58 Pa. St., 26. See. however, 85 
Trim. . 189. It doubtless operates to domesticate the Nashville, Chatta- 
nooga & St. Louis Railway, however, as to the line of the Rome Railroad, 
and hence no suits brought against the Nashville, Chattanooga & St. 
Louis Railway, growing out of the operation of this line of road, can be 



380 ABSTRACT OF TITLE TO ROME BRANCH > 

removed to the federal court upon the ground of " nonresidence. " 74 
Ga., 034, citing 60 Ga., 274; 108 U. S. R., 436; 14 Minn., 303; 43 Mich., 
354; 1 Wall., 40; 12 Wall., 65, 82. See, also, 59 Ga., 263; 3 Tenn. Chy., 
602; 21 Law Rep., 138; 53 Ala., 237; 9 Am. & Eng. R. R. C., 201; 76 Ga., 
99; 90 Ga., 523. 

What franchises, etc., passed under this sale. in addition 

to the road and other property conveyed, the deed specifically 
transferred all the rights, privileges, and franchises of the Rome 
Railroad Company. These rights and privileges are fully set 
out in the charter and amendments thereto, and may be found 
further on in this chapter. 

Width Of right Of Way. The width of the right of way of 
this branch, as appears from the deed to the same, is nowhere 
less than fifty feet in width, though at many places it is much 
broader, as will fully appear in the deed to the same, which is 
set out herein in the next chapter. 

The charter of the Rome Railroad Company, which was 
formerly incorporated as the Memphis Branch Railroad & 
Steamboat Company of Georgia, as will be hereafter fully ex- 
plained, contains no clause providing for a specified width of 
right of way in the absence of any contract with the original 
landowner or in the absence of any condemnation proceedings, 
but section 6 thereof simply provided that ' ' the board of 
directors shall have power to select and take or receive as do- 
nation such strip or strips of land between the points selected 
for said road, and of such width as they may deem necessary 
for the construction of said road, and, in all cases in which dis- 
agreement may arise between individuals and corporations and 
the directors of the said company as to the right of way or 
damages to property on said strip or strips of land, it may and 
shall be lawful for the company to appoint a competent and 
disinterested freeholder, and the owner or owners of such land 
shall also appoint one competent and disinterested freeholder, 
both of whom shall be sworn by some judicial officer to do 
equal justice between the parties, and they shall then proceed 
upon the premises as a committee of arbitration and appraise- 
ment," etc. This being so, only the number of feet actually 
taken or donated at each particular point can now constitute 



\\-Il\ll.l.i:. CHATTANOOGA A ST. LOUIS RAILWAY. 381 ' 

the right of way, and to determine which the records of each 
county through which the road runs must be examined. The 
deed insures at least fifty feet throughout its entire line, how- 
ever. 

1. Successive appropriation. For a discussion of the right and 
method of taking more than fifty feet for the right of way when neces- 
sary for railroad purposes, see Eminent Danutin, Right of irny. herein. 
Refer to index. 

2. The right to condemn land for right of way, once exercised, is ex- 
hausted and not afterwards enlarged. 71 Ga., 591. 

:'.. Railways, under the general law, however, may take lands outside 
of right of way for obtaining sand. etc. 97 Ga., 107. 

4. For right of this company to enjoin building on right of way, see 
27 Ga., 477. See, also, Riyht of Way, herein. Refer to index. 

Distance built wben purchased by Nashville. Chattanooga 

& St. Louis Railway. The road from Rome to its intersection 
with the Western & Atlantic Railroad, at Kingston, had been 
constructed when the purchase was made. 

ORIGINAL CHARTER OF THE ROME RAILROAD 

COMPANY. 

[Acts Georgia, 1839. p. 105.] 

Preamble. WHEREAS, It would be desirable that the first 
practicable railroad should be constructed from the southeast- 
ern seaboard of the Atlantic due west; and, 

WHEREAS, The State of Georgia has opened a railway across 
the most formidable obstacles to this enterprise within her ter- 
ritory, and to a point distant some thirty miles from the bound- 
ary of Alabama; and, 

WHEREAS, The Coosa river may, while the railroad con- 
struction is finding and after, afford a fair steamboat naviga- 
tion. 

SEC. 1. Incorporation, name. Be it enacted by the Senate 
and House of Representatives of tlte State of Georgia, in gen- 
eral axMinbly liiet, and It IM hereby enacted by the authority of 
the Maine, That, for the purpose of completing the thirty miles 
of railroad still within the limits of Georgia themselves, and 
of encouraging others to join in the continuation of the same, 
in its onward course west, and for the purpose of trading by 
steamboats on the Coosa river, James Liddle, Andrew Miller, 



382 ORIGINAL CHARTER OP THE ROME BRANCH 

Joseph Waters, John Smith, Daniel Irwin, Robert Ware, 
William Hardin, Philip Hemphill, James Hemphill, Robert 
Mitchell, John H. Lumpkin, Daniel R. Mitchell, James Ware, 
Edward Ware, James H. Rogers, and John Dawson, with all 
such others as may hereafter become stockholders in said com- 
pany, be, and they are hereby, incorporated and made a body 
corporate and politic, by the name and style of the Memphis 
Branch Railroad & Steamboat Company of Georgia, subject 
to the conditions, restrictions and limitations hereinafter spec- 
fied. 

1. Name changed. By Acts Ga., 1849-50, p. 243, the name of this 
company was changed to the Rome Railroad Company. See act itself in 
next chapter. 

2. Charter a public law. An act incorporating a railroad company 
is a public law, and need not possibly be given in evidence. 74 Ga., 509: 
55 Ala., 413; 4 Pickle (Tenn.), 140; 11 Hum. (Tenn.). 219; 3 Sneed (Tenn.), 
87. 

3. Charter a contract. The charter of a railroad company is an in- 
violable contract between the state and incorporators. 62 Ga., 473, 485. 
See. also, notes to sec. 34 of charter of Nashville, Chattanooga & St. 
Louis Railway, ch. 1, herein. This contractual relation, however, has 
since been impaired, if not destroyed, by the acceptance of the amend- 
ment under the Acts of Ga.. 1893, p. 89, authorizing the company, among 
other things, to sell its road. The acceptance of the amendment doubt- 
less brought the company within the provisions of the constitution of 
Georgia of 1877, which enables the state to amend the charters of all 
companies at pleasure. 

SEC. 2. General powers; by-laws, rules, etc. Be it further 

enacted by the authority aforesaid, That the Memphis Branch 
Railroad & Steamboat Company of Georgia shall have perpetual 
succession of members, shall be capable in law to purchase, ac- 
cept, hold, sell, and convey real and personal estate; that they 
may have a common seal, may sue and be sued, plead and be 
impleaded in any court of law or equity, and may, at meetings 
of stockholders, or by a board of directors, make all such rules 
and regulations or by-laws as are necessary and proper for 
the good of the corporation and of effecting the objects for 
which it is created; Provided, Such by-laws, rules and regula- 
tions be not repugnant to the constitution of this state and of 
the United States. 

1. Power granted to consolidate with Memphis Branch Railroad 
Company, how. Hy Acts Ga., 1870, p. 360, this company was granted 
the power to consolidate its stock and franchises with the Memphis 
Branch Raih-oad Company. For terms and conditions, see act itself in 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 383 

next chapter. The Memphis Branch Railroad Company was chartered 
by Act <ia., 1868. p. Ill, approved October 10, 1808, to build a railroad 
from Home, in Floyd county, to the Alabama line, on the north side of 
the Coosa river, in the direction of (Jadsden, Ala. 

2. May contract with certain railroad companies as to joint use of 
right of way.- -By Acts (Ja., 1872, p. 305, this company was granted power 
to contract with the Selma, Home fe Dalton Railroad Company, the Mem- 
phis Itranch Railroad Company, the North A South Railroad Company, 
Lookout Mountain Railroad Company, and any other railroad connect- 
ing or to be connected at Rome, for a common use of railroad yards, right 
of way, etc. See act itself in next chapter. 

3. General powers (enlarged); may sell road, franchises, etc. On 
December 30, ISSHi, the Rome Railroad Company filed a petition with the 
secretary of state of Georgia, under the Actj of Cia., 18'.3, p. 81), authoriz- 
ing it to be done, asking for an amendment to its charter as therein pro- 
vided, and, on the same day. the petition was granted, and all the powers 
and privileges of sections 13 and 18 of an act of (Ja.. 1892, p. 37, approved 
December 17. 185)2, was conferred upon it. The powers contained in sec- 
tion 13 were a.s follows: 

"SEC. 13. Beit further enacted, That said railroad compan3' shall have 
the power, and authority is hereby granted, to make and enter into con- 
tracts with any railroad company which has constructed, or shall here- 
after construct, any railroad within this state, or any other state, as 
will enable said company to run their said roads in connection with each 
other and merge their stocks, or to consolidate with any such company, 
within or without this state, or to lease or purchase the stock and prop- 
erty of any other such company, and hold, use. and occupy the same 
in such manner as they may deem most beneficial to their interest; 
I'rnrhled, That no railroad shall purchase a competing line of rail- 
road, or enter into any contract with a competing line of railroa'd. cal- 
culated to defeat or lessen competition in this state, and any violation 
of this section shall subject the corporation to all the penalties incident 
to such violation of the law. It shall be lawful for such companies to 
build, construct, and run, as part of their corporate property, such num- 
ber of steamboats or vessels as they shall deem necessary to facilitate 
the business operations of such company or companies. That the secre- 
tary, or other officer or agent of said company, who, by this act or 
by-laws of said company, is made the custodian of the books, records, 
papers, or other property of said company, shall keep the same in his 
possession at all times during business hours, have the same ready to be 
exhibited to any officer, director, or committee of stockholders of said 
company, and furnish them, or either of them, with transcripts from 
the records of proceedings of the board of directors of said company, 
under his official hand and seal, on the payment to him of the same fee 
as that provided by law for the clerk of the court for transcripts from 
the records of his office: and the said secretary shall, on resigning his 
office, or otherwise vacating the same, make over all such books, rec- 
ords, papers, and all other property of the corporation which are in his 
possession, to his successor in office, or when no successor has been 
appointed or elected, to the board of directors, if any. or to the person 
or persons appointed by the stockholders of such company." 

The powers, as contained in section 18. were as follows: "SKC. 18. lie 
It further cnnctctl. That any railroad company incorporated under the 
provisions of this act shall have full power and authority to sell, lease, 
assign, or transfer its stock, property, and franchises to, or to consoli- 
date the same with, those of any other railroad company incorporated 
under the laws of this or any other state or of the United States whose 
railroad, within or without this state, shall connect with or form :i con- 
t innmis line with the railroad of the company incorporated under this 



384 ORIGINAL CHARTER OF THE ROME BRANCH 

law upon such terms as may be agreed upon; and, conversely, any such 
corporation organized under the provisions of this act may purchase, 
lease, consolidate with, absorb and merge into itself the stock, prop- 
erty, and franchises of any other railroad company incorporated under 
the laws of this or any other state or the United States whose railroad, 
within or without this state, shall connect with or form a continuous 
line or system with the railroad of such company incorporated under 
this law upon such terms as may be agreed upon. And it shall be law- 
ful for any railroad company or corporation now or hereafter formed by 
the consolidation of one or more railroad companies or corporations or- 
ganized under the laws of this state, or under the laws of this state and 
any other states, with one or more companies or corporations organized 
under the laws of any other state or under the laws of this and other 
states, to issue its bonds and stock as provided for in this act, in such 
amounts as they may deem necessary for the purpose of paying or ex- 
changing the same for or retiring any bonds or stocks theretofore 
issued by either of the said companies or corporations so merged, pur- 
chased, or consolidated, or for any other purpose, and to the amount 
authorized by the laws of the state under which either of said companies 
or corporations so consolidated was organized, and to secure the same, 
in case of bonds, by mortgages or trust deeds upon its real or personal 
property, franchises, rights and privileges, whether within or without 
this state; Provided, That no railroad company shall make any contra'ct 
under the provisions of this section with any other railroad company 
which is a competing line that is calculated to defeat or lessen competi- 
tion in this state or to encourage monopoly." 

SEC. 3. Capital stock, route, books opened.^ it further 

enacted by the authority aforesaid, That it shall and may be law- 
ful for the said company to create a stock of $500,000, or such 
less sum as the company may deem necessary, to be increased, 
if proper, one-third, for the purpose of carrying out all the ob- 
jects hereinafter described, to wit: A railroad from such point 
of the Atlantic & Western Railroad as may be nearest the town 
of Rome, situated at the head of the Coosa river, to the Ala- 
bama line, passing along the valley of the Coosa river; to locate 
and construct and to put into operation said road, and to pre- 
pare the Coosa river by canals, dams, locks, jetts, and all other 
works that may be required for steam navigation, and to fur- 
nish the same with a supply of boats; and they are authorized 
and empowered to cause books of subscription to be opened in 
such places and in such manner as they may deem most con- 
ducive to effect the obtain ment of the stock required for the 
purposes aforesaid. 

1. Route. By Acts Ga. . 1845, p. 145. the above section was amended 
so as to authorize the company to construct the road from such point on 
the Western & Atlantic Railroad to Rome, in Floyd county, and by such 
route as may be deemed most practicable and expedient; and further 
provided that the company might or might not carry said road beyond 



NASHVILLE, CHATTANOOGA 4 8T. LOUIS RAILWAY. 385 

Rome, as they might deem proper. The act further granted the com- 
pany until 1850 to complete the road to Rome. See act itself in next 
chapter. 

2. Capital stock. Ky Acts Ga., 1847, p. 170, the capital stock of this 
company was authorized to be 8100,000, in shares of 9100 each, with power 
to increase, after completion and equipment of road, to an amount not 
exceeding the actual cost of road and outfit. See act itself iu next chapter. 

SEC. 4. Number shares of stock, value, installments.^/^ 

l it fiirt Iter e nacted by the authority aforesaid, That the capital 
stock of said company shall consist of ten thousand shares of 
$50 each, but the number of shares may be increased one-third; 
and upon the subscription for shares in said stock, the sub- 
scribers shall pay the sum of $5 dollars upon each share sub- 
scribed for by such subscriber; Provided, That said company 
may commence the construction of their railroad and ooating 
so soon as three thousand shall be subscribed. 

Value of shares. By Acts Ga., 1847, p. 170. the value of the shares of 
stock was authorized to be 8100. See act itself in next chapter. 

SEC. 5. Road to be completed, when ; freight and passen- 
ger Charges. Be it further enacted by tlw authority aforesaid, 
That the said company shall be allowed the term of eight years, 
from the passage of this act, to complete said railroad to the 
navigable waters of the Coosa, with the improvements of that 
river for steam navigation, and an additional term of - 
years for the completion of the railroad to the Alabama line; 
and said company shall be entitled and authorized to demand 
and collect freights and tolls on all goods, wares, and merchan- 
dise or productions of the country transported over said road 
and upon the said river, and also for passengers on the same, 
as the board of directors of said company may tind is necessary 
to adopt, from time to time, in their regulations of tolls; Pro- 
vided, That during any twelve months together the net amount 
shall not exceed twenty per cent, per annum upon the amount 
of capital actually paid in, or the amount actually expended in 
making, constructing, and keeping in good repair said railroad 
and steamboat communication. 

1. Time to complete. lly Acts Ga., 1845, p. 145, the company was 
granted until 1850 to complete the road to Rome. See act itself in next 
chapter. 

2. Freight charges. See 70 Ga., 604; 50 Ga., 304. 

25 



386 ORIGINAL CHARTER OF THE ROME BRANCH 

SEC. 6. Land for right of way, how acquired; value, how 

assessed. Be it further enacted by tlie authority aforesaid, 
That the board of directors of the aforesaid company shall 
have power to select and take or receive, as donation, such 
strip or strips of land between the points selected for said road, 
and of such width as they may deem necessary for the construc- 
tion of said road; and in all cases in which disagreement may 
arise between individuals or incorporations and the board of 
directors of the aforesaid company, as to the right of way or 
damages to property on such strip or strips of land, it may 
and shall be lawful for the company to appoint a competent 
and disinterested freeholder, and the owner or owners of such 
land shall also appoint one competent and disinterested free- 
holder, both of whom shall be sworn by some judicial officer 
to do equal justice between the parties, and they shall then pro- 
ceed upon the premises as a committee of arbitration and ap- 
praisement, and they shall make, in writing, their award of 
valuation of damages, to be approved and signed by them, 
which amount the said company shall pay unto the owner or 
owners of such strip or strips of land, and the fee simple right 
thereof shall vest in the company forever; and the award shall 
be recorded in the office of the clerk of the supreme court in 
the county, in the same manner as deeds. In case the owner 
or owners of such strip or strips of land shall refuse on their 
part to appoint a referee, then, and in that event, the inferior 
court, or a majority of the court, of the county in which such 
strip or strips of land may lie, shall appoint a referee; and in 
case the committee aforesaid, in either way appointed, cannot 
agree upon the value of right of way and the amount of dam- 
ages, they shall choose a third man, who shall be sworn as 
aforesaid, and be added to said committee; and in case either 
party be not satisfied with the decision of the arbitrators, they 
may appeal to a special jury in the county where the land may 
lie, which appeal shall be tried before the supreme court of the 
county at its first term after the appeal is made, and the decis- 
ion of this special jury shall vest in the railroad company afore- 
said the fee simple of the strip or strips of land in question, 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 387 

and the other party a judgment for the value thereof thus as- 
certained and determined. 

1. Width of right of way. Under this section, only the number of 
feet actually taken or donated at each particular potnt can now consti- 
tute the width of right of way, and, to determine which, the records on 
file in each county through which the road runs must be examined. The 
deed to the road, however, which is set out in the next chapter, insures 
at least fifty feet throughout its entire line. See 27 Ga.. 477, for right of 
company to enjoin building on right of way. 

2. Successive appropriations. For a discussion of the right to make 
successive appropriations, see Eminent Drmiudi, Right of Way, herein. 
Refer to index. 

3. The right to condemn land for right of way, once exercised, is ex- 
hausted, and not afterwards enlarged. 71 Ga., 591. Railways, under 
the general law, may take land outside of right of way for obtaining 
sand, etc. 97 Ga., 107. 

SEC. 7. Public roads not to be obstructed; other roads 
within twenty miles prohibited; capital stock exempt from 

tax. Be it farther enacted by the authority aforemid. That 
the said company shall not obstruct any public road which may 
be crossed by their road; that no other railroad shall be here- 
after i>ermiUed to be constructed within twenty miles of the 
route the aforesaid company may select, and that its stock shall 
not be liable to any tax, duty, or imposition whatever, unless 
such, and no more, as is now in bank of this state. 

1. Other roads within twenty miles. The above clause prohibiting 
the building of other railways within twenty miles of this was valid. 
96 Ga., 562. See, also, 70 Ga., 694; 86 Ga., 83; see. also, notes to sec. 13 
of the charter of the Nashville, Chattanooga & St. Louis Railway, ch. 
1, herein. It is probable, however, that this section is now impaired, if 
not invalidated, by the amendment granted by the secretary of state, 
under the Acts of Georgia, 1893, p. 89, approved December 20. 1893, au- 
thorizing the company, among other things, to sell its road, for. by 
accepting the provisions of the act, the company may have brought 
itself within the provisions of the constitution of Georgia of 1877. which 
enables the state to amend all charters at pleasure. 

2. Exemption from taxation. See 63 Ga., 473, for supreme court 
construction of this. This exemption, however, was also doubtless lost 
by applying for and obtaining the amendment from the secretary of 
state, as explained in the above note. 

SEC. 8. Directors, how chosen, qualification, voting, pow- 
ers. Be it further enacted by the authority aforexaid, That the 
affairs of the company shall be under the management of a 
board of directors. This Ixmrd shall l>e elected by the stock- 
holders from their own body. No stockholder of the company 
shall be eligible as a director unless he holds fifty shares of the 



388 ORIGINAL CHARTER OF THE ROME BRANCH 

stock, either in his own name or as administrator, executor, or 
guardian.* In all elections the stockholders shall vote either 
in person or by proxy, duly authorized according to their 
shares, each stockholder being entitled to one vote for each 
share held by him. No share, however, shall entitle the holder 
to a vote unless the same has been transferred bona fide on the 
books of this company at least three months before the election. 
The directors shall elect a president from their own body, and 
the president and directors shall receive such compensation for 
their services as may be allowed by the owners and lawful rep- 
resentatives of a majority of shares of the capital stock of the 
institution, to be determined at the regular annual meeting of 
the stockholders and before the annual election of the directors. 
The board of directors shall be competent at all times to call an 
extra meeting of the stockholders, when by them deemed nec- 
essary, and shall have power to appoint and fix the salaries of 
their engineers, of a secretary and treasurer, and as manyagents 
afld clerks and laborers as they deem necessary and expedient 
for the business of said company. 

1. Qualification of directors. By Acts 1847, p. 170, sec. 2, this section 
was amended so that, "to qualify a stockholder for a director, he shall 
hold twenty shares of stock in said company instead of fifty." See act 
itself in next chapter. 

2. * By Acts Ga., 1866, p. 128, the above section was amended so as to 
read after the words ''or as administrator, executor, or guardian," as 
follows: ''Or as administrator, executor, g-uardian, or trustee." 

SEC. 9. Money deposited, installments. And be it further 

enacted by the authority aforesaid, That until a board of directors 
shall be organized, the amounts received on subscription for 
stock shall be deposited by the persons receiving such in the 
Western Bank of Georgia, at Rome. The board shall have 
power from time to time to call in such installments on the 
subscription as they may deem necessary for the progress and 
execution of the work, first giving to the stockholders, sixty 
days previous to the time of payment of such installment, no- 
tice in the Georgia Pioneer, published in Cassville, and in one 
of the public gazettes of Milledgeville; and in case any stock- 
holder refuses to pay the installment required when thus de- 
manded, the board shall have power to declare such shares of 



NASHVILLE, CHATTANOOGA 4 ST. LOUIS RAILWAY. 389 

stock forfeited to the use and benefit of the company. The 
party in default shall, however, have the right to apj>eal to the 
stockholders at their next regular meeting thereafter, and by 
consent of the owners and representatives of two-thirds of the 
capital stock of the institution, the previous installments which 
may have been paid upon the shares, offered by the board for 
re-subscription, as if the same had never been subscribed for. 

SEC. 10. Certificates of stock, annual elections, powers of 

directors. And be it further enacted by tJw authority aforexaid, 
That the persons authorized by this act to raise the capital 
stock of said company, or their authorized agents, shall issue 
certificates of stock to the subscribers at the time of subscribing, 
which may be exchanged for the certificates of the secretary 
and treasurer after the board of directors shall be organized, 
and authority given them for that purpose; and the evidences 
of debt of said company shall be binding only on the funds 
of said company when signed by the president and attested by 
the secretary and treasurer. The board of directors shall be 
elected annually and shall have power to fill vacancies in their 
own body; shall report annually on the state of the company 
and its affairs; but if the day of annual election should pass 
without any election of directors, the said corporation shall not 
thereby be dissolved, but it shall be lawful on another day to 
hold and make such election in such manner as shall be pre- 
scribed by the by-laws. A book of minutes of the proceedings 
of the stockholders and of the directors shall be kept by the 
secretary and treasurer, which, together with all of the books 
of the said company, shall be subject to the inspection of the 
stockholders at every meeting. 

SEC. 11. Company a common carrier; powers. And be it 

further enacted by the authority aforesaid, That the company 
aforesaid shall be deemed a common carrier as respects all goods, 
wares, merchandise, and produce intrusted to them for trans- 
portation, and shall have full power and authority to do and 
perform all and every corporate acts as are permitted or al- 
lowed to other companies incorporated for similar purposes. 
(Acts Ga., 1839, p. 105; assented to December 21, 1839.) 



390 DEED TO ROME BRANCH 



CHAPTER XXXIII. 

DEED TO AND ACTS OF GEORGIA RELATING TO ROME RAIL- 
ROAD AND AMENDMENTS TO CHARTER OF. 

DEED. 

ROME RAILROAD COMPANY } 

TO Deed. V State of Georgia, Floyd County. 

N., C. & ST. L. RAILWAY. ) 

This indenture, made and entered into this, the thirty-first 
day of December, 1896, by and between the Rome Railroad 
Company, a corporation duly incorporated under the laws of 
the State of Georgia, party of the first part, and the Nashville, 
Chattanooga & St. Louis Railway, a corporation duly incorpo- 
rated under the laws of the State of Tennessee, and with cor- 
porate rights in the State of Georgia and other states, party of 
the second part, witnesseth; that, 

WHEREAS, The said party of the first part is desirous of sell- 
ing its railroad and property and franchises of every kind, and 
said party of the second part is desirous of purchasing the 
same; and, 

WHEREAS, The said parties hereto are duly authorized, under 
their respective charters and amendments thereto, the said party 
of the first part to sell, transfer, assign, and convey, and the 
said party of the second part to purchase, the said railroad and 
property and rights and franchises herein and hereby conveyed; 
and, 

WHEREAS, The board of directors of each of the parties 
hereto have duly authorized and agreed for their respective 
companies, the party of the first part to sell, transfer, assign, 
and convey, and the party of the second part to purchase, the 
said railroad and property, rights and franchises, hereinafter set 
forth, in accordance with the terms and upon the consideration 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 391 

of this instrument, and the same has also been duly agreed to 
and sanctioned by the vote of all the stockholders of the party 
of the first part, at a stockholders' meeting held at the princi- 
pal office of the party of the first part, at Rome, Ga. , at which 
meeting each and every share of the capital stock of the said 
party of the first part was present, and duly represented and 
voted 

Now, THEREFORE, for and in consideration of the premises, 
and of the sum of two hundred thousand ($200,000) dollars, 
in hand paid by the party of the second part, the ConsMera . 
receipt whereof is hereby acknowledged, the said tlon ' 
party of the first part, hath granted, bargained, sold, con- 
veyed, released, assigned, set over, transferred, and confirmed, 
and doth by these presents grant, bargain, sell, convey, re- 
lease, assign, set over, transfer, and confirm unto the Nash- 
ville, Chattanooga & St. Louis Railway, the party of the sec- 
ond part, its successors and assigns, all and singular the line 
of railroad of the party of the first part, being about nineteen 
miles in length, and extending from the city of Rome in the 
county of Floyd, in the Sta,te of Georgia, through the counties 
of Floyd and Bartow, in Georgia, to the town of Kingston, in 
said county of Bartow, in the State of Georgia. And all side 
tracks, spur tracks, switching tracks, and tracks of every kind 
pertaining thereto, together with all the rights of way, depot 
grounds, yards, terminal properties, and rights and privileges 
of every kind, its entire roadbed, and superstructures; all de- 
pots, station houses, section houses, engine houses, shops, and 
all other buildings, and all lands and easements of every kind; 
also, all locomotives, tenders, cars, engines, tools, machinery, 
rails, spikes, joint fastenings, titulars, ties, and material of 
every kind, now held, owned, and possessed by the party of the 
first part. Also all the rights, powers, privileges, Frtnchlses 
and franchises of or belonging to the party of the p * ss - 
first part, and all other property and rights of property of 
every kind and nature, now held and owned by the said party 
of the first part. 

The roadbed and right of way of the main line of railroad 



392 DEED TO ROME BRANCH 

above mentioned and herein conveyed extends from the western 
line of Broad street, in the city of Rome, at a point between 
the Hamilton storehouse and the Etowah river, to the point of 
junction with the Western & Atlantic Railroad, beyond the de- 
pot building in Kingston, Georgia. Said roadbed and main 
width of right ^ ne r ^o n ^ ^ Wa 7 being nowhere less than fifty feet 
of way. m w jdth, measuring from the middle of the main 

line track, a distance of twenty-five feet on each side thereof. 
And the said roadbed and right of way being at many places 
along the line very much wider than fifty feet. 

Also the following real estate, to wit : All that tract of land, 
situated, lying, and being in the lower portion of the city of 
Rome, in Floyd county, Georgia, and on the Etowah river, 
between the following points on said river, to wit : between 
the public county iron bridge, which crosses the said river at 
the foot of Broad street, and the wooden freight bridge of the 
East Tennessee, Virginia & Georgia Railway Company (now 
the Southern Railway Company), which bridge crosses said 
Etowah river above the mouth of Silver creek, and next above 
the iron bridge of the Chattanooga, Rome & Columbus Rail- 
road Company, said tract of land being bounded on one side 
by said Etowah river, as above mentioned, and at low water 
mark along said river between the two points or bridges above 
named, and bounded on the northwesterly side by Broad street 
bridge and the apron and approach to said bridge and by Broad 
street ; and bounded on the northerly side by First avenue 
(formerly South street), as far along said street as to the prop- 
erty of the East Tennessee, Virginia & Georgia Railway Com- 
pany (now the Southern Railway Company), which is a narrow 
strip of land adjacent to the property known as the Rome Com- 
press property, and bounded on the easterly side by the above 
named narrow strip of land, owned by said Southern Railway 
Company (formerly the East Tennessee, Virginia & Georgia 
Railroad Company), said strip of land running from First ave- 
nue along around the Rome Compress property, and across the 
foot of East Second street (formerly Franklin street), and 
along by the freight depot of the Southern Railway Company 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 393 

(formerly freight depot of East Tennessee, Virginia & Georgia 
Railroad Company), and across the foot of East Third street 
(formerly Alpine street;, and then beyond said East Third 
street (formerly Alpine street) along a line twenty-five feet 
from the center of the main line track of the Rome Railroad 
Company to a railroad track of the Southern Railway Com- 
pany (formerly East Tennessee, Virginia & Georgia Railroad 
Company), which track crosses the main line of the Rome Rail- 
road Company, beyond the turntable of the Rome Railroad 
Company, and between said turntable and the Rome Oil Mills, 
then along the said track of the Southern Railway Company to 
the wooden freight bridge of the Southern Railway (formerly 
East Tennessee, Virginia & Georgia Railway), where said 
bridge crosses the Etowah river, said tract of land comprising 
and including the properties known as the Rome Railroad depots 
and platforms, and grounds, dray yards and switching yards; 
also the lands known as the Noble and Patton properties, and 
other lands of the Rome Railroad Company, adjacent and con- 
taining about eleven (11) acres, more or less, and various par- 
cels thereof, being partly described in the following deeds, to 
wit: The deed of Alfred Shorter to the Memphis Branch Rail- 
road & Steamboat Company of Georgia, dated April 2, 1849, 
and recorded in book F, page 402, of deeds, in Floyd county; 
also the deed of Alfred Shorter to the Rome Railroad Company, 
dated May 1, 1866, and recorded in book P, of deeds, pages 
302, 303, of Floyd county records; also the deed and agree- 
ment between the East Tennessee, Virginia & Georgia Railroad 
Company and the Rome Railroad Company, dated May 29, 
1884, and recorded in book EE of deeds, in Floyd county, page 
310; also the deed of J. W. Noble et al. to the Rome Railroad 
Company, dated August 29, 1895, and recorded in book AAA 
of deeds, page 449, of Floyd county records. 

Also that jx>rtion of the following tract of land, not already 
included arid descril>ed in the tract of eleven (11) acres, above 
set forth, to wit: All that tract or parcel of land lying in the 
city of Rome, Floyd county, Georgia, known as the " Turn- 
table " of the Rome Railroad Company, and the land adjacent 



394 DEED TO ROME BRANCH 

thereto, and described in a deed from Alfred Shorter to the 
Rome Railroad Company, dated May 26, 1879, and recorded 
in book Z of deeds, p. 515, of Floyd county records, and con- 
taining about one-sixth (j) of an acre, more or less. Also 
the following tract of land, west of Broad street, in the city of 
Rome, Floyd county, Ga., to wit: A strip of land fronting on 
Broad street, and lying between the railroad track now used as 
the main line of the Chattanooga, Rome & Columbus Railroad 
Company and the Hamilton Storehouse & Warehouse, together 
with the side track now located on said land, said strip of land 
being twenty-five (25) feet wide, measuring from the center of 
the main line track and running from Broad street back to the 
street in the rear that leads down to the steamboat wharf. 

Also the following real estate, to wit: An undivided one-half 
interest in the land known as the river depot and steamboat 
wharf property situated at the junction of the Etowah and 
Oostanaula rivers, and at the head of the Coosa river, in the 
city of Rome, in Floyd county, Georgia, together with the 
right of way for drays, back of what was formerly known as 
the cotton press, said land being also partly described in a deed 
made by C. D. Forsyth to the Rome Railroad Company, dated 
April 11, 1882, and lying between the track used as the main 
line of the Chattanooga, Rome & Columbus Railroad, west of 
Broad street, on one side, and the Etowah river, on the other 
side. 

Also an undivided half interest in that tract or parcel of land 
in the city of Rome, Floyd county, Georgia, at the end of 
Broad street, between the Rome Railroad right of way and the 
Etowah river, and between the wharf property on said river 
and the iron bridge across the Etowah river, together with all 
the buildings and structures on said land, said property being 
described in a deed from J. M. Elliott to the Rome Railroad 
Company, dated February 19, 1883; also all the title, rights, 
privileges, and uses in and to the main line track west of Broad 
street, in the city of Rome, which are now held and owned by 
the Rome Railroad Company; also all that tract of land in the 
town of Kingston, in Bartow county, Georgia, situated between 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 395 

the main lines of the Koine Railroad and the Western & At- 
lantic Railroad, and contained within what is known as the ** Y," 
including also the land and roadbed upon which the tracks 
are now built and laid which form and bound said " Y," also 
the lands upon which the section houses of the Rome Railroad 
are built, and the adjacent lands thereto, and all the rights of 
way and terminal properties of every kind in the town of 
Kingston, in said county of Bartow, now held, used, and owned 
by the Rome Railroad Company. 

Also said party of the first part doth hereby assign, set over, 
and transfer to said party of the second part the following con- 
tracts, to wit: The contract between the Rome Railroad Com- 
pany and the East Tennessee, Virginia & Georgia Railroad 
Company, contained and set forth in the agreement and deed 
of said companies, dated May 29, 1884, and recorded in book 
EE of deeds, p. 310, of records, in Floyd county, Georgia; 
the contract made between the Rome Railroad Company and 
the East Tennessee, Virginia & Georgia Railroad Company and 
T. F. Howell, dated March 7, 1890; the contract between the 
Rome Railroad Company and H. T. Inman, dated December 
17, 1891; the contract between the Rome Railroad Company 
and VanDyke & Henley, dated December 19, 1891; also all 
contracts with the Western Union Telegraph Company and with 
the Southern Express Company; also all contracts with the 
United States Government for carrying the mail by the party 
of the first part; also all the rights, benefits, privileges, or usu- 
fructs of every character which belong to or might have been 
enjoyed under the above contracts and under all other con- 
tracts by said party of the first part. 

To have and to hold all and singular the railroad and prem- 
ises, and properties and franchises, privileges and rights and con- 
tracts hereinbefore granted, bargained, sold, con- Franchlse 
veyed, released, assigned, set over, transferred and pass 
confirmed, and every, part and parcel thereof, with all the 
appurtenances in anywise thereunto belonging and apj>ertaining, 
unto the Nashville, Chattanooga & St. Louis Railway, the said 
party of the second part, its successors and assigns, to its and 



396 DEED TO ROME BRANCH 

their own use, benefit, and behoof forever, in fee simple. And 
the said party of the first part, for itself and its successors, 
doth hereby covenant that it hath good and sufficient title to 
the railroad property, rights, and franchises herein and hereby 
conveyed, and the right to convey the same, and that the same 
are unincumbered, and that it and its successors will, and do 
by these presents, warrant and defend the same and every part 
thereof to the said party of the second part, its successors and 
assigns, against the claims of all persons whatsoever. 

And the said party of the first part doth also hereby cove- 
nant and agree, that it shall and will at any time, and from time 
to time hereafter, upon request made, do, execute, and deliver 
all such further and other acts, deeds, and things, as shall be 
reasonably advised or required to effectuate the intention of 
these presents, to assure and confirm to the said party of the 
second part, its successors and assigns, all the property and 
estate and rights, privileges, and franchises, hereinbefore de- 
scribed, and being intended to be granted and conveyed. 

In witness whereof, the Rome Railroad Company, the said 
party of the first part, pursuant to the orders and resolutions 
of its convention of stockholders and its board of directors, 
hath caused this instrument to be signed by its president and 
attested by its secretary and its corporate seal to be hereunto 
affixed, the day and year first above written. 

THE ROME RAILROAD COMPANY. 

[SEAL.] BY W. W. BROOKES, President. 

Attest: THE ROME RAILROAD COMPANY, 

By J. H. AMBROSE, Secretary and Treasurer. 

Signed, sealed, and delivered by the Rome Railroad Com- 
pany by W. W. Brookes, president of said company, this the 
thirty-first day of December, 1896, at Rome, Ga., in the pres- 
ence of each of us. JOHN H. REYNOLDS, 

[SEAL.] B. I. HUGHES, N. P. F. C., Ga. 

Signed, sealed, and delivered by the Rome Railroad Com- 
pany by J. H. Ambrose, secretary and treasurer of said com- 



NASHVILLE, CHATTANOOGA & ST. LOUIS RAILWAY. 397 

pany, this the fourth day of January, 1897, at Nashville, 
Davidson county, Tennessee, in the presence of each of us. 
Witness: WM. B. SHELTON, Deputy Clerk , 

J. B. ARMSTRONG, 
[SEAL.] P. A. SHELTON, 

Clerk County Court Davidson Co., Tenn. 

STATE OF TENNESSEE, ) 

Davidson County. j 

I, P. A. Shelton, clerk of the county court, do hereby cer- 
tify that the county court of Davidson county is a court of 
record, with a seal thereto attached. I further certify that J. 
H. Ambrose, secretary and treasurer of the Rome Railroad 
Company, who is known to me, personally appeared before 
me, on this the fourth day of January, 1897, and signed and 
executed the foregoing instrument, in the presence of J. B. 
Armstrong and myself. 

Witness my hand and seal of said court affixed hereto. 

[SEAL.] P. A. SHELTON, 

Clerk County Court Davidson Co., Tenn. 

The above deed was registered in the clerk of superior court's office, 
in Floyd county, in book CCC, of deeds, p. 96, No. 60; and in Hartow 
county, in book GO, p. 409-414. 

AMENDMENT TO CHARTER OF ROME RAIL- 
ROAD COMPANY AUTHORIZING IT 
TO SELL ITS ROAD, ETC. 

Petition of tbe Rome Railroad Company for amendments 
to its charter. 

To the Honorable the Secretary of State of Georgia: 

The petition of the Rome Railroad Company respectfully 
shows: 

1. That it is a railroad corporation owning and operating a 
railroad from the city of Rome to Kingston, Georgia, with its 
principal office at Rome, Georgia, and was duly incorporated 
in the State of Georgia under the act of the general assembly 
of said state, approved December 21, 1839, entitled "An act 
to incorporate the Memphis Branch Railroad & Steamboat 



398 AMENDMENT TO CHARTER ROME BRANCH 

Company of Georgia," and various subsequent amendments 
thereto enacted by the general assembly of said state, approved 
on the following dates, to wit: Twenty-ninth day of December, 
1847; sixteenth day of January, 1850; twelfth day of Decem- 
ber, 1866; twenty-fourth day of August, 1872; and sixteenth 
day of October, 1889; the said last named act of October 16, 
1889, however, never having been accepted nor adopted by pe- 
titioner as an amendment to its charter, and the same being 
inoperative and null and void. 

2. That petitioner, the Rome Railroad Company, desires an 
amendment to its charter granting to petitioner the corporate 
authority and power to sell and convey its railroad and all its 
property and franchises to any other railroad company, as now 
is or may hereafter be authorized or allowed by the provisions 
of the constitution and laws of this state. 

3. Petitioner desires also an amendment to its charter by 
having granted to petitioner all the powers and rights and priv- 
ileges granted to similar corporations set forth and contained 
in section 13 and in section 18 of the acts of the general as- 
semby of the State of Georgia, approved December 17, 1892, 
and known as the general act for incorporation of railroads, 
etc., the same being entitled, "An act to carry into effect 
article 3, section 7, paragraph 18, of the constitution of this 
state, in so far as the same relates to the issuing and granting 
corporate powers and privileges to railroad companies by the 
secretary of state; to define the powers, rights, privileges, im- 
munities, and liabilities of such railroads; to regulate the same; 
to provide for the consolidation of the same; to build branches 
and make extensions thereof; to enable the same to run naviga- 
tion lines in connection therewith; to provide for the purchase 
or lease of one railroad by another; to grant renewals of char- 
ters, and for other purposes." 

4. Petitioner pays the fee as by law provided, and also files 
herewith, along with this petition, and annexed thereto, a certi- 
fied abstract from the minutes of the Rome Railroad Company, 
marked exhibit "A," showing that this application for amend- 
ment has been duly and legally authorized by all the stock- 



NASHVILLE, CHATTANOOGA A ST. LOUIS RAILWAY. 899 

holders of the corporation at a stockholders' meeting of the 
said Koine Railroad Company, held at Rome, Georgia, the prin- 
cipal office of the company, on the twenty-fourth day of De- 
cember, 1896. 

Petitioner further shows that at said meeting, each and every 
share of the capital stock of the corporation, to- wit: 2,501 T \ 
shares, was duly present and represented, in person and by 
proxy, and was unanimously voted for the passage and adop- 
tion of the resolutions contained in the certified abstract from 
the minutes hereto attached and marked exhibit "A." Where- 
fore your petitioner, the Rome Railroad Company, having duly 
complied with the requirements of law, now hereby set forth 
and certified its intention and desire to obtain and adopt as 
amendments to its charter, the corporate authority, powers, 
rights, and privileges set forth above in paragraphs 2 and 3 
of this petition, and prays that a certificate may issue to the 
Rome Railroad Company granting to it and conferring upon it 
the corporate authority and power to sell and convey its rail- 
road and all its property and franchises to any other railroad 
company as now is or may heeafter be authorized or allowed 
by the provisions of the constitution and laws of this state. 

Also all the powers and rights and privileges granted to 
similar corporations set forth and contained in section 13 and 
in section IS of the act of the general assembly of the State 
of Georgia, approved December 17, 1892, and entitled "An 
act to carry into effect article 3, section 7, paragraph 18, of 
the constitution of this state, in so far as the same relates to 
the issuing and granting corporate powers and privileges to 
railroad companies by the secretary of state;